Common use of DAMAGES; INSURANCE AND CONDEMNATION PROCEEDS Clause in Contracts

DAMAGES; INSURANCE AND CONDEMNATION PROCEEDS. (a) The following (whether now existing or hereafter arising) are all absolutely and irrevocably assigned by Mortgagor to Mortgagee and, at the request of Mortgagee, shall be paid directly to Mortgagee: (i) all awards of damages and all other compensation payable directly or indirectly by reason of a condemnation or proposed condemnation for public or private use affecting all or any part of, or any interest in, the Subject Property or Collateral; (ii) all other claims and awards for damages to, or decrease in value of, all or any part of, or any interest in, the Subject Property or Collateral; (iii) all proceeds of any insurance policies (whether or not expressly required by Mortgagee to be maintained by Mortgagor, including, without limitation, earthquake insurance, environmental insurance and terrorism insurance, if any) payable by reason of loss sustained to all or any part of the Subject Property or Collateral; and (iv) all interest which may accrue on any of the foregoing. Subject to applicable law and Section 5.6(b) below, and without regard to any requirement contained in Section 5.7(d), Mortgagee may at its discretion apply all or any of the proceeds it receives to its expenses in settling, prosecuting or defending any claim and may apply the balance to the Secured Obligations in any such order acceptable to Mortgagee, and/or Mortgagee may release all or any part of the proceeds to Mortgagor upon any conditions Mortgagee may impose. Mortgagee may commence, appear in, defend or prosecute any assigned claim or action and may adjust, compromise, settle and collect all claims and awards assigned to Mortgagee; provided, however, in no event shall Mortgagee be responsible for any failure to collect any claim or award, regardless of the cause of the failure, including, without limitation, any malfeasance or nonfeasance by Mortgagee or its employees or agents.

DAMAGES; INSURANCE AND CONDEMNATION PROCEEDS. (a) The following (whether now existing or hereafter arising) are all absolutely and irrevocably assigned by Mortgagor to Mortgagee and, at the request of Mortgagee, shall be paid directly to Mortgagee: (i) all awards of damages and all other compensation payable directly or indirectly by reason of a condemnation or proposed condemnation for public or private use affecting all or any part of, or any interest in, the Subject Property or Collateral; (ii) all other claims and awards for damages to, or decrease in value of, all or any part of, or any interest in, the Subject Property or Collateral; (iii) all proceeds of any insurance policies (whether or not expressly required by Mortgagee to be maintained by Mortgagor, including, without limitation, earthquake insurance, environmental insurance and terrorism insurance, if any) payable by reason of loss sustained to all or any part of the Subject Property or Collateral; and (iv) all interest which may accrue on any of the foregoing. Subject to applicable law and Section 5.6(b) below, and without regard to any requirement contained in Section 5.7(d), Mortgagee may at its discretion apply all or any of the proceeds it receives to its expenses in settling, prosecuting or defending any claim and may apply the balance to the Secured Obligations in any such order acceptable to Mortgagee, and/or Mortgagee may release all or any part of the proceeds to Mortgagor upon any conditions Mortgagee may impose. Mortgagee may commence, appear in, defend or prosecute any assigned claim or action and may adjust, compromise, settle and collect all claims and awards assigned to Mortgagee; provided, however, in no event shall Mortgagee be responsible for any failure to collect any claim or award, regardless of the cause of the failure, including, without limitation, any malfeasance or nonfeasance by Mortgagee or its employees or agents.

DAMAGES; INSURANCE AND CONDEMNATION PROCEEDS. (a) The following (whether now existing or hereafter arising) are all absolutely and irrevocably assigned by Mortgagor to Mortgagee and, at the request of Mortgagee, shall be paid directly to Mortgagee: (i) all awards of damages and all other compensation payable directly or indirectly by reason of a condemnation or proposed condemnation for public or private use affecting all or any part of, or any interest in, the Subject Property or CollateralProperty; (ii) all other claims and awards for damages to, or decrease in value of, all or any part of, or any interest in, the Subject Property or CollateralProperty; (iii) all proceeds of any insurance policies (whether or not expressly required by Mortgagee to be maintained by Mortgagor, including, without limitation, earthquake insurance, environmental insurance and terrorism insurance, if any) payable by reason of loss sustained to all or any part of the Subject Property or CollateralProperty; and (iv) all interest which may accrue on any of the foregoing. Subject to applicable law and Section 5.6(b) below, and without regard to any requirement contained in Section 5.7(d)law, Mortgagee may at its discretion apply all or any of the proceeds it receives to its expenses in settling, prosecuting or defending any claim and shall release the balance ny-1260332 of any insurance proceeds Mortgagee receives to Mortgagor upon the conditions Mortgagee set forth in Sections 5.7 and 5.8 of the Project Loan Agreement, unless such casualty and/or release would materially impair Mortgagee’s security, in which case Mortgagee may apply the balance to the Secured Obligations in any such order acceptable to Mortgagee, and/or Mortgagee may release all or any part of the proceeds to Mortgagor upon any conditions Mortgagee may imposeObligation. Mortgagee may commence, appear in, defend or prosecute any assigned claim or action and may adjust, compromise, settle and collect all claims and awards assigned to Mortgagee; provided, however, in no event shall Mortgagee be responsible for any failure to collect any claim or award, regardless of the cause of the failure, including, without limitation, any malfeasance or nonfeasance by Mortgagee or its employees or agents.

DAMAGES; INSURANCE AND CONDEMNATION PROCEEDS. (a) The following (whether now existing or hereafter arising) are all absolutely and irrevocably assigned by Mortgagor to Mortgagee and, at the request of Mortgagee, shall be paid directly to Mortgagee: (i) all awards of damages and all other compensation payable directly or indirectly by reason of a condemnation or proposed condemnation for public or private use affecting all or any part of, or any interest in, the Subject Property or Collateral; (ii) all other claims and awards for damages to, or decrease in value of, all or any part of, or any interest in, the Subject Property or Collateral; (iii) all proceeds of any insurance policies (whether or not expressly required by Mortgagee to be maintained by Mortgagor, including, without limitationbut not limited to, earthquake insurance, environmental insurance and terrorism insurance, if any) payable by reason of loss sustained to all or any part of the Subject Property or Collateral; and (iv) all interest which may accrue on any of the foregoing. Subject to applicable law and Section 5.6(b) belowlaw, and without regard to any requirement contained in Section 5.7(d), Mortgagee may at its discretion apply all or any of the proceeds it receives to its expenses in settling, prosecuting or defending any claim and may apply the balance to the Secured Obligations in any such order acceptable to Mortgagee, and/or Mortgagee may release all or any part of the proceeds to Mortgagor upon any conditions Mortgagee may impose. Mortgagee may commence, appear in, defend or prosecute any assigned claim or action and may adjust, compromise, settle and collect all claims and awards assigned to Mortgagee; provided, however, in no event shall Mortgagee be responsible for any failure to collect any claim or award, regardless of the cause of the failure, including, without limitation, any malfeasance or nonfeasance by Mortgagee or its employees or agents.

DAMAGES; INSURANCE AND CONDEMNATION PROCEEDS. (a) The following (whether now existing or hereafter arising) are all absolutely and irrevocably assigned by Mortgagor to Mortgagee and, at the request of Mortgagee, shall be paid directly to Mortgagee: (i) all awards of damages and all other compensation payable directly or indirectly by reason of a condemnation or proposed condemnation for public or private use affecting all or any part of, or any interest in, the Subject Property or CollateralProperty; (ii) all other claims and awards for damages to, or decrease in value of, all or any part of, or any interest in, the Subject Property or CollateralProperty; (iii) all proceeds of any insurance policies (whether or not expressly required by Mortgagee to be maintained by Mortgagor, including, without limitation, earthquake insurance, environmental insurance and terrorism insurance, if any) payable by reason of loss sustained to all or any part of the Subject Property or CollateralProperty; and (iv) all interest which may accrue on any of the foregoing. Subject to applicable law and Section 5.6(b) below, and without regard to any requirement contained in Section 5.7(d)law, Mortgagee may at its discretion apply all or any of the proceeds it receives to its expenses in settling, prosecuting or defending any claim and shall release the balance of any insurance proceeds Mortgagee receives to Mortgagor upon the conditions Mortgagee set forth in Sections 5.7 and 5.8 of the Project Loan Agreement, unless such casualty and/or release would materially impair Mortgagee’s security, in which case Mortgagee may apply the balance to the Secured Obligations in any such order acceptable to Mortgagee, and/or Mortgagee may release all or any part of the proceeds to Mortgagor upon any conditions Mortgagee may imposeObligation. Mortgagee may commence, appear in, defend or prosecute any assigned claim or action and may adjust, compromise, settle and collect all claims and awards assigned to Mortgagee; provided, however, in no event shall Mortgagee be responsible for any failure to collect any claim or award, regardless of the cause of the failure, including, without limitation, any malfeasance or nonfeasance by Mortgagee or its employees or agents.

DAMAGES; INSURANCE AND CONDEMNATION PROCEEDS. (a) The following (whether now existing or hereafter arising) are all absolutely and irrevocably assigned by Mortgagor to Mortgagee and, at the request of Mortgagee, shall be paid directly to Mortgagee: (i) all awards of damages and all other compensation payable directly or indirectly by reason of a condemnation or proposed condemnation for public or private use affecting all or any part of, or any interest in, the Subject Property or CollateralProperty; (ii) all other claims and awards for damages to, or decrease in value of, all or any part of, or any interest in, the Subject Property or CollateralProperty; (iii) all proceeds of any insurance policies (whether or not expressly required by Mortgagee to be maintained by Mortgagor, including, without limitation, earthquake insurance, environmental insurance and terrorism insurance, if any) payable by reason of loss sustained to all or any part of the Subject Property or CollateralProperty; and (iv) all interest which may accrue on any of the foregoing. Subject to applicable law and Section 5.6(b) belowlaw, and without regard to any requirement contained in Section 5.7(d), 4.8(d) Mortgagee may at its discretion apply all or any of the proceeds it receives to its expenses in settling, prosecuting or defending any claim and may apply the balance to the Secured Obligations in any such order acceptable to Mortgageeorder, and/or Mortgagee may release all or any part of the proceeds to Mortgagor upon any conditions Mortgagee may impose. Mortgagee may commence, appear in, defend or prosecute any assigned claim or action and may adjust, compromise, settle and collect all claims and awards assigned to Mortgagee; provided, however, in no event shall Mortgagee be responsible for any failure to collect any claim or award, regardless unless such failure is due to the gross negligence of the cause of the failure, including, without limitation, any malfeasance or nonfeasance by Mortgagee or its employees or agentsMortgagee.

DAMAGES; INSURANCE AND CONDEMNATION PROCEEDS. (a) The following (whether now existing or hereafter arising) are all absolutely and irrevocably assigned by Mortgagor Trustor to Mortgagee Beneficiary and, at the request of MortgageeBeneficiary, shall be paid directly to MortgageeBeneficiary: (i) all awards of damages and all other compensation payable directly or indirectly by reason of a condemnation or proposed condemnation for public or private use affecting all or any part of, or any interest in, the Subject Property or Collateral; (ii) all other claims and awards for damages to, or decrease in value of, all or any part of, or any interest in, the Subject Property or Collateral; (iii) all proceeds of any insurance policies (whether or not expressly required by Mortgagee Beneficiary to be maintained by MortgagorTrustor, including, without limitation, earthquake insurance, environmental insurance and terrorism insurance, if any) payable by reason of loss sustained to all or any part of the Subject Property or Collateral; and (iv) all interest which may accrue on any of the foregoing. Subject to applicable law and Section 5.6(b5.5(b) below, and without regard to any requirement contained in Section 5.7(d5.6(d), Mortgagee Beneficiary may at its discretion apply all or any of the proceeds it receives to its expenses in settling, prosecuting or defending any claim and may apply the balance to the Secured Loan No. 1011181 Obligations in any such order acceptable to MortgageeBeneficiary, and/or Mortgagee Beneficiary may release all or any part of the proceeds to Mortgagor Trustor upon any conditions Mortgagee Beneficiary may impose. Mortgagee Beneficiary may commence, appear in, defend or prosecute any assigned claim or action and may adjust, compromise, settle and collect all claims and awards assigned to MortgageeBeneficiary; provided, however, in no event shall Mortgagee Beneficiary be responsible for any failure to collect any claim or award, regardless of the cause of the failure, including, without limitation, any malfeasance or nonfeasance by Mortgagee Beneficiary or its employees or agents.

DAMAGES; INSURANCE AND CONDEMNATION PROCEEDS. (a) The following (whether now existing or hereafter arising) are all absolutely and irrevocably assigned by Mortgagor Trustor to Mortgagee Beneficiary and, at the request of MortgageeBeneficiary, shall be paid directly to MortgageeBeneficiary: (i) all awards of damages and all other compensation payable directly or indirectly by reason of a condemnation or proposed condemnation for public or private use affecting all or any part of, or any interest in, the Subject Property or Collateral; (ii) all other claims and awards for damages to, or decrease in value of, all or any part of, or any interest in, the Subject Property or Collateral; (iii) all proceeds of any insurance policies (whether or not expressly required by Mortgagee to be maintained by Mortgagor, including, without limitation, earthquake insurance, environmental insurance and terrorism insurance, if any) payable by reason of loss sustained to all or any part of the Subject Property or Collateral; and (iv) all interest which may accrue on any of the foregoing. Subject to applicable law and Section 5.6(b) belowlaw, and without regard to any requirement contained in Section 5.7(d), Mortgagee Beneficiary may at its discretion apply all or any of the proceeds it receives to its reasonable and documented out-of-pocket expenses in settling, prosecuting or defending any claim claim. In the event of the occurrence and continuance of a Default or an impairment (in Beneficiary's sole good faith judgment) of Beneficiary's security hereunder, Beneficiary may apply the balance to the Secured Obligations in any such order acceptable to MortgageeBeneficiary. In the absence of the occurrence and continuance of a Default or an impairment (in Beneficiary's sole good faith judgment) of Beneficiary's security hereunder, and/or Mortgagee may Beneficiary shall release all or any part the balance of the proceeds to Mortgagor Trustor for repair or restoration upon any such reasonable conditions Mortgagee as Beneficiary may impose. Mortgagee Beneficiary may commence, appear in, defend or prosecute any assigned claim or action and may adjust, compromise, settle and collect all claims and awards assigned to MortgageeBeneficiary; provided, however, in no event shall Mortgagee Beneficiary be responsible for any failure to collect any claim or award, regardless of the cause of the failure, including, without limitation, any malfeasance or nonfeasance by Mortgagee Beneficiary or its employees or agents.

DAMAGES; INSURANCE AND CONDEMNATION PROCEEDS. (a) The following (whether now existing or hereafter arising) are all absolutely and irrevocably assigned by Mortgagor to Mortgagee and, at the request of Mortgagee, shall be paid directly to Mortgagee: (i) all awards of damages and all other compensation payable directly or indirectly by reason of a condemnation or proposed condemnation for public or private use affecting all or any part of, or any interest in, the Subject Property or Collateral; (ii) all other claims and awards for damages to, or decrease in value of, all or any part of, or any interest in, the Subject Property or Collateral; (iii) all proceeds of any insurance policies (whether or not expressly required by Mortgagee to be maintained by Mortgagor, including, without limitationbut not limited to, earthquake insurance, environmental insurance and terrorism insurance, if any) payable by reason of loss sustained to all or any part of the Subject Property or Collateral; and (iv) all interest which may accrue on any of the foregoing. Subject to applicable law and Section 5.6(b) below, and without regard to any requirement contained in Section 5.7(d), Mortgagee may at its discretion apply all or any of the proceeds it receives to its expenses in settling, prosecuting or defending any claim and may apply the balance to the Secured Obligations in any such order acceptable to Mortgagee, and/or Mortgagee may release all or any part of the proceeds to Mortgagor upon any conditions Mortgagee may impose. Mortgagee may commence, appear in, defend or prosecute any assigned claim or action and may adjust, compromise, settle and collect all claims and awards assigned to Mortgagee; provided, however, in no event shall Mortgagee be responsible for any failure to collect any claim or award, regardless of the cause of the failure, including, without limitation, any malfeasance or nonfeasance by Mortgagee or its employees or agents.

DAMAGES; INSURANCE AND CONDEMNATION PROCEEDS. (a) The following (whether now existing or hereafter arising) are all absolutely and irrevocably assigned by Mortgagor Grantor to Mortgagee Beneficiary and, at the request of MortgageeBeneficiary, shall be paid directly to MortgageeBeneficiary: (i) all awards of damages and all other compensation payable directly or indirectly by reason of a condemnation or proposed condemnation for public or private use affecting all or any part of, or any interest in, the Subject Property or Collateral; (ii) all other claims and awards for damages to, or decrease in value of, all or any part of, or any interest in, the Subject Property or Collateral; (iii) all proceeds of any insurance policies (whether or not expressly required by Mortgagee to be maintained by Mortgagor, including, without limitation, earthquake insurance, environmental insurance and terrorism insurance, if any) payable by reason of loss sustained to all or any part of the Subject Property or Collateral; and (iv) all interest which may accrue on any of the foregoing. Subject to applicable law and Section 5.6(b) belowlaw, and without regard to any requirement contained in Section 5.7(d), Mortgagee but subject to the next subsection, Beneficiary may at its discretion apply all or any of the proceeds it receives to its expenses in settling, prosecuting or defending any claim and may apply the balance to the Secured Obligations in any such order acceptable to MortgageeBeneficiary, and/or Mortgagee Beneficiary may release all or any part of the proceeds to Mortgagor Grantor upon any conditions Mortgagee Beneficiary may impose. Mortgagee Beneficiary may commence, appear in, defend or prosecute any assigned claim or action and may adjust, compromise, settle and collect all claims and awards assigned to MortgageeBeneficiary; provided, however, in no event shall Mortgagee Beneficiary be responsible for any failure to collect any claim or award, regardless of the cause of the failure, including, without limitation, any malfeasance or nonfeasance by Mortgagee Beneficiary or its employees or agents.

DAMAGES; INSURANCE AND CONDEMNATION PROCEEDS. (a) The following (whether now existing or hereafter arising) are all absolutely and irrevocably assigned by Mortgagor Trustor to Mortgagee Beneficiary and, at the request of MortgageeBeneficiary, shall be paid directly to MortgageeBeneficiary: (i) all awards of damages and all other compensation payable directly or indirectly by reason of a condemnation or proposed condemnation for public or private use affecting all or any part of, or any interest in, the Subject Property or Collateral; (ii) all other claims and awards for damages to, or decrease in value of, all or any part of, or any interest in, the Subject Property or Collateral; (iii) all proceeds of any insurance policies (whether or not expressly required by Mortgagee to be maintained by Mortgagor, including, without limitation, earthquake insurance, environmental insurance and terrorism insurance, if any) payable by reason of loss sustained to all or any part of the Subject Property or Collateral; and (iv) all interest which may accrue on any of the foregoing. Subject to applicable law and Section 5.6(b) below, and without regard to any requirement contained in Section 5.7(d), Mortgagee Beneficiary may at its discretion apply all or any of the proceeds it receives to its expenses in settling, prosecuting or defending any claim and may apply the balance to the Secured Obligations in any such order acceptable to MortgageeBeneficiary, and/or Mortgagee Beneficiary may release all or any part of the proceeds to Mortgagor Trustor upon any conditions Mortgagee Beneficiary may impose. Mortgagee Beneficiary may commence, appear in, defend or prosecute any assigned claim or action and may adjust, compromise, settle and collect all claims and awards assigned to MortgageeBeneficiary; provided, however, in no event shall Mortgagee Beneficiary be responsible for any failure to collect any claim or award, regardless of the cause of the failure, including, without limitation, any malfeasance or nonfeasance by Mortgagee Beneficiary or its employees or agents.

DAMAGES; INSURANCE AND CONDEMNATION PROCEEDS. (a) a. The following (whether now existing or hereafter arising) are all absolutely and irrevocably assigned by Mortgagor to Mortgagee and, at the request of Mortgagee, shall be paid directly to Mortgagee: (i) all awards of damages and all other compensation payable directly or indirectly by reason of a condemnation or proposed condemnation for public or private use affecting all or any part of, or any interest in, the Subject Property or Collateral; (ii) all other claims and awards for damages to, or decrease in value of, all or any part of, or any interest in, the Subject Property or Collateral; (iii) all proceeds of any insurance policies (whether or not expressly required by Mortgagee Beneficiary to be maintained by MortgagorTrustor, including, without limitation, earthquake insurance, environmental insurance and terrorism insurance, if any) payable by reason of loss sustained to all or any part of the Subject Property or Collateral; and (iv) all interest which may accrue on any of the foregoing. Subject to applicable law and Section 5.6(b) below, and without regard to any requirement contained in Section 5.7(d), Mortgagee may at its discretion apply all or any of the proceeds it receives to its expenses in settling, prosecuting or defending any claim and may apply the balance to the Secured Obligations in any such order acceptable to Mortgagee, and/or Mortgagee may release all or any part of the proceeds to Mortgagor upon any conditions Mortgagee may impose. Mortgagee may commence, appear in, defend or prosecute any assigned claim or action and may adjust, compromise, settle and collect all claims and awards assigned to Mortgagee; provided, however, in no event shall Mortgagee be responsible for any failure to collect any claim or award, regardless of the cause of the failure, including, without limitation, any malfeasance or nonfeasance by Mortgagee or its employees or agents.

DAMAGES; INSURANCE AND CONDEMNATION PROCEEDS. (a) The following (whether now existing or hereafter arising) are all absolutely and irrevocably assigned by Mortgagor to Mortgagee and, at the request of Mortgagee, shall be paid directly to Mortgagee: (i) all All awards of damages and all other compensation payable directly or indirectly by reason of a condemnation or proposed condemnation (or transfer in lieu thereof) for public or private use affecting all or any part of, or any interest in, the Subject Property or CollateralProperty; (ii) all other claims and awards for damages to, to or decrease in value of, all or any part of, or any interest in, of the Subject Property or CollateralProperty; (iii) all proceeds of any insurance policies (whether or not expressly required by Mortgagee to be maintained by Mortgagor, including, without limitation, earthquake insurance, environmental insurance and terrorism insurance, if any) payable by reason of loss sustained to all or any part of the Subject Property or CollateralProperty; and (iv) all interest which may accrue on any of the foregoing, are all absolutely and irrevocably assigned to and shall be paid to Beneficiary. Subject At the absolute discretion of Beneficiary, whether or not its security is or may be impaired, but subject to applicable law and Section 5.6(b) belowif any, and without regard to any requirement contained in any other Section 5.7(d)hereof, Mortgagee Beneficiary may at its discretion apply all or any of the proceeds it receives to its expenses in settling, prosecuting or defending any such claim and may apply the balance to the Secured Obligations in any such order acceptable to Mortgageeorder, and/or Mortgagee may and release all or any part of the proceeds to Mortgagor Trustor upon any conditions Mortgagee Beneficiary may impose. Mortgagee Beneficiary may commence, appear in, defend or prosecute any assigned claim or action action, and may adjust, compromise, settle and collect all claims and awards assigned to MortgageeBeneficiary; provided, provided however, that in no event shall Mortgagee Beneficiary be responsible for any failure to collect any claim or award, regardless of the cause of the failure. Notwithstanding the foregoing, includingif insurance proceeds payable by reason of loss sustained to the Subject Property are less than or equal to $500,000.00, without limitationthen, so long as no Default has occurred and is continuing, Beneficiary shall release such proceeds to Trustor and Trustor shall use such proceeds to repair or restore the Subject Property. If insurance proceeds payable by reason of loss sustained to the Subject Property are greater than $500,000.00 but less than or equal to $10,000,000.00, so long as no Default has occurred and is continuing hereunder, Beneficiary shall release such proceeds to Trustor upon any malfeasance conditions Beneficiary may impose for the repair and restoration of the Subject Property; provided, however, if the insurance proceeds are insufficient to repair or nonfeasance restore the Subject Property, as determined by Mortgagee Beneficiary, then Trustor shall deposit with Beneficiary an amount sufficient to cover such deficiency, which funds shall be used by Trustor to repair or its employees or agentsrestore the Subject Property.

DAMAGES; INSURANCE AND CONDEMNATION PROCEEDS. (a) The following (whether now existing or hereafter arising) are all absolutely and irrevocably assigned by Mortgagor to Mortgagee and, at the request of Mortgagee, shall be paid directly to Mortgagee: (i) all All awards of damages and all other compensation payable directly or indirectly by reason of a condemnation or proposed condemnation (or transfer in lieu thereof) for public or private use affecting all or any part of, or any interest in, the Subject Property or CollateralProperty; (ii) all other claims and awards for damages to, to or decrease in value of, all or any part of, or any interest in, of the Subject Property or CollateralProperty; (iii) all proceeds of any insurance policies (whether or not expressly required by Mortgagee to be maintained by Mortgagor, including, without limitation, earthquake insurance, environmental insurance and terrorism insurance, if any) payable by reason of loss sustained to all or any part of the Subject Property or CollateralProperty; and (iv) all interest which may accrue on any of the foregoing, are all (to the extent that such amounts are not being required to be paid to the holder of a mortgage on the Subject Property which is senior to the lien of this Mortgage) absolutely and irrevocably assigned to and shall be paid to Mortgagee. Subject In such event, at the absolute discretion of Mortgagee, whether or not its security is or may be impaired, but subject to applicable law and Section 5.6(b) belowif any, and without regard to any requirement contained in any other Section 5.7(d)hereof, Mortgagee may at its discretion apply all or any of the proceeds it receives to its expenses in settling, prosecuting or defending any such claim and may apply the balance to the Secured Obligations in any such order acceptable to Mortgageeorder, and/or Mortgagee may and release all or any part of the proceeds to Mortgagor upon any conditions Mortgagee may impose. In such event, Mortgagee may commence, appear in, defend or prosecute any assigned claim or action action, and may adjust, compromise, settle and collect all claims and awards assigned to Mortgagee; provided, provided however, that in no event shall Mortgagee be responsible for any failure to collect any claim or award, regardless of the cause of the failure, including, without limitation, any malfeasance or nonfeasance by Mortgagee or its employees or agents.

DAMAGES; INSURANCE AND CONDEMNATION PROCEEDS. (a) The following (whether now existing or hereafter arising) are all absolutely and irrevocably assigned by Mortgagor Grantor to Mortgagee Grantee and, at the request of MortgageeGrantee, shall be paid directly to MortgageeGrantee: (i) all awards of damages and all other compensation payable directly or indirectly by reason of a condemnation or proposed condemnation for public or private use affecting all or any part of, or any interest in, the Subject Property or Collateral; (ii) all other claims and awards for damages to, or decrease in value of, all or any part of, or any interest in, the Subject Property or Collateral; (iii) all proceeds of any insurance policies (whether or not expressly required by Mortgagee to be maintained by Mortgagor, including, without limitation, earthquake insurance, environmental insurance and terrorism insurance, if any) payable by reason of loss sustained to all or any part of the Subject Property or Collateral; and (iv) all interest which may accrue on any of the foregoing. Subject to applicable law and Section 5.6(b) below, and without regard to any requirement contained in Section 5.7(d), Mortgagee Grantee may at its discretion apply all or any of the proceeds it receives to its expenses in settling, prosecuting or defending any claim and may apply the balance to the Secured Obligations in any such order acceptable to MortgageeGrantee, and/or Mortgagee Grantee may release all or any part of the proceeds to Mortgagor Grantor upon any conditions Mortgagee Grantee may impose. Mortgagee Grantee may commence, appear in, defend or prosecute any assigned claim or action and may adjust, compromise, settle and collect all claims and awards assigned to MortgageeGrantee; provided, however, in no event shall Mortgagee Grantee be responsible for any failure to collect any claim or award, regardless of the cause of the failure, including, without limitation, any malfeasance or nonfeasance by Mortgagee Grantee or its employees or agents.

DAMAGES; INSURANCE AND CONDEMNATION PROCEEDS. (a) The following (whether now existing or hereafter arising) are all absolutely and irrevocably assigned by Mortgagor Borrower to Mortgagee Beneficiary and, at the request of MortgageeBeneficiary, shall be paid directly to Mortgagee: Beneficiary in accordance with Section 2.06(c)(v) of the Credit Agreement (ior any other applicable Section of the Credit Agreement): (a) all awards of damages and all other compensation payable directly or indirectly by reason of a condemnation or proposed condemnation for public or private use affecting all or any part of, or any interest in, the Subject Property or Collateral; (iib) all other claims and awards for damages to, or decrease in value of, all or any part of, or any interest in, the Subject Property or Collateral; (iiic) all proceeds of any insurance policies (whether or not expressly required by Mortgagee to be maintained by Mortgagor, including, without limitation, earthquake insurance, environmental insurance and terrorism insurance, if any) payable by reason of loss sustained to all or any part of the Subject Property or Collateral; and (ivd) all interest which may accrue on any of the foregoing. Subject to applicable law and Section 5.6(b2.06(c)(v) belowof the Credit Agreement (or any other applicable Section of the Credit Agreement), and without regard to any requirement contained in Section 5.7(d)5.7(e) of this Deed of Trust, Mortgagee may Beneficiary may, at its discretion apply all or any of the proceeds it receives to its expenses in settling, prosecuting or defending any claim and may apply the balance to the Secured Security Obligations in any such order acceptable to Mortgageeand amounts as Beneficiary may choose in its sole discretion, and/or Mortgagee or Beneficiary may release all or any part of the proceeds to Mortgagor Borrower upon any conditions Mortgagee Beneficiary may impose. Mortgagee Subject to any of the rights of Borrower in Section 2.06(c)(v) of the Credit Agreement (or any other applicable Section of the Credit Agreement), Beneficiary may commence, appear in, defend or prosecute any assigned claim or action and may adjust, compromise, settle and collect all claims and awards assigned to MortgageeBeneficiary; provided, however, in no event shall Mortgagee Beneficiary or any of its officers, directors, employees, agents, advisors or representatives be responsible for any failure to collect any claim or award, regardless of the cause of the failure, including, without limitation, any malfeasance or nonfeasance by Mortgagee Beneficiary or its employees or agents.

DAMAGES; INSURANCE AND CONDEMNATION PROCEEDS. (a) The following (whether now existing or hereafter arising) are all absolutely and irrevocably assigned by Mortgagor to Mortgagee and, at the request of Mortgagee, shall be paid directly to Mortgagee: (i) all All awards of damages and all other compensation payable directly or indirectly by reason of a condemnation or proposed condemnation (or transfer in lieu thereof) for public or private use affecting all or any part of, or any interest in, the Subject Property or CollateralProperty; (ii) all other claims and awards for damages to, to or decrease in value of, all or any part of, or any interest in, of the Subject Property or CollateralProperty; (iii) all proceeds of any insurance policies (whether or not expressly required by Mortgagee to be maintained by Mortgagor, including, without limitation, earthquake insurance, environmental insurance and terrorism insurance, if any) payable by reason of loss sustained to all or any part of the Subject Property or CollateralProperty; and (iv) all interest which may accrue on any of the foregoing, are all (to the extent that such amounts are not being required to be paid to the holder of a mortgage on the Subject Property which is senior to the lien of this Mortgage) absolutely and irrevocably assigned to and shall be paid to Mortgagee. Subject In such event, at the absolute discretion of Mortgagee, whether or not its security is or may be impaired, but subject to applicable law and Section 5.6(b) belowif any, and without regard to any requirement contained in any other Section 5.7(d)hereof, Mortgagee may at its discretion apply all or any of the proceeds it receives to its expenses in settling, prosecuting or defending any such claim and may apply the balance to the Secured Obligations in any such order acceptable to Mortgageeorder, and/or Mortgagee may and release all or any part of the proceeds to Mortgagor upon any conditions Mortgagee may impose. In such event, Mortgagee may commence, appear in, defend or prosecute any assigned claim or action action, and may adjust, compromise, settle and collect all claims and awards assigned to Mortgagee; provided, provided however, that in no event shall Mortgagee be responsible for any failure to collect any claim or award, regardless of the cause of the failure, including, without limitation, any malfeasance or nonfeasance by Mortgagee or its employees or agents.

DAMAGES; INSURANCE AND CONDEMNATION PROCEEDS. (a) The following (whether now existing or hereafter arising) are all absolutely and irrevocably assigned by Mortgagor to Mortgagee and, at the request of Mortgagee, shall be paid directly to Mortgagee: (i) all awards of damages and all other compensation payable directly or indirectly by reason of a condemnation or proposed condemnation for public or private use affecting all or any part of, or any interest in, the Subject Property or Collateral; (ii) all other claims and awards for damages to, or decrease in value of, all or any part of, or any interest in, the Subject Property or Collateral; (iii) all proceeds of any insurance policies (whether or not expressly required by Mortgagee Beneficiary to be maintained by MortgagorTrustor, including, without limitation, earthquake insurance, environmental insurance and terrorism insurance, if any) payable by reason of loss sustained to all or any part of the Subject Property or Collateral; and (iv) all interest which may accrue on any of the foregoing. Subject to applicable law and Section 5.6(b) below, and without regard to any requirement contained in Section 5.7(d), Mortgagee may at its discretion apply all or any of the proceeds it receives to its expenses in settling, prosecuting or defending any claim and may apply the balance to the Secured Obligations in any such order acceptable to Mortgagee, and/or Mortgagee may release all or any part of the proceeds to Mortgagor upon any conditions Mortgagee may impose. Mortgagee may commence, appear in, defend or prosecute any assigned claim or action and may adjust, compromise, settle and collect all claims and awards assigned to Mortgagee; provided, however, in no event shall Mortgagee be responsible for any failure to collect any claim or award, regardless of the cause of the failure, including, without limitation, any malfeasance or nonfeasance by Mortgagee or its employees or agents.