Common use of Lender Rights Clause in Contracts

Lender Rights. If Borrower shall neglect or refuse: (a) to maintain and keep in good repair the Mortgaged Property or any part thereof as required by this Mortgage or the Loan Agreement, or (b) to maintain and pay the premiums for insurance which may be required by this Mortgage or the Loan Agreement, or (c) to pay and discharge all taxes of whatsoever nature, assessments and charges of every nature and to whomever assessed, as required by this Mortgage or the Loan Agreement, or (d) to pay the sums required to be paid by this Mortgage or the Loan Agreement, or (e) to satisfy any other terms or conditions of this Mortgage, or any instrument secured hereby, Lender may, at its election in each instance, but without any obligation whatsoever to do so, upon thirty (30) days' prior written notice (except in the case of (i) an emergency where there is danger to person or property, or (ii) required insurance coverage would lapse, or (iii) an Event of Default exists, in each of which events no notice shall be required), cause such repairs or replacements to be made, obtain such insurance or pay said taxes, assessments, charges, and sums, incur and pay reasonable amounts in protecting its rights hereunder and the security hereby granted, pay any balance due under any conditional agreement of sale (or lease) of any property included as a part of the Mortgaged Property, and pay any amounts asLender deems reasonably necessary or appropriate to satisfy any term or condition of this Mortgage, which Borrower shall have failed to satisfy, or to remedy any breach of such term or condition, and any amounts or expenses so paid or incurred, together with interest thereon from the date immediately following the fifth (5th) Business Day after an invoice setting forth such amounts and expenses is received by Borrower, at the Default Rate as provided in the Note or Loan Agreement. Such amounts and expenses shall be immediately due and payable by Borrower to Lender and until paid shall be secured hereby equally and ratably, and the same may be collected as part of said principal debt in any suit hereon or upon the Note. No payment by Lender shall relieve Borrower from any default hereunder or impair any right or remedy of Lender consequent thereon.

Lender Rights. If Borrower shall neglect or refuse: (a) Prior to maintain and keep in good repair the Mortgaged Property or any part thereof as required by this Mortgage or the Loan Agreement, or (b) to maintain and pay the premiums for insurance which may be required by this Mortgage or the Loan Agreement, or (c) to pay and discharge all taxes occurrence of whatsoever nature, assessments and charges of every nature and to whomever assessed, as required by this Mortgage or the Loan Agreement, or (d) to pay the sums required to be paid by this Mortgage or the Loan Agreement, or (e) to satisfy any other terms or conditions of this Mortgage, or any instrument secured hereby, Lender may, at its election in each instance, but without any obligation whatsoever to do so, upon thirty (30) days' prior written notice (except in the case of (i) an emergency where there is danger to person or property, or (ii) required insurance coverage would lapse, or (iii) an Event of Default existsor Act of Insolvency, in each of which events no notice Lender agrees that it shall be requiredbound by the instructions or directions of the Client and that it shall have no right of dissent or any similar rights. A Lender may, subject to the terms of the Securities Lending Agreement, deliver to the Administrator a Notice of Default (with a copy to Client) stating that an Event of Default has occurred under the Securities Lending Agreement wherein the Client remains solvent (i.e. the Event of Default is not due to an Act of Insolvency with respect to the Client) substantially in the form attached hereto as Exhibit B (a “Notice of Default”). Such Lender hereby covenants, cause such repairs or replacements for the benefit of the Client, that the Lender will not deliver a Notice of Default until all of the Lender’s rights of enforcement pursuant to be made, obtain such insurance or pay said taxes, assessments, charges, and sums, incur and pay reasonable amounts the Securities Lending Agreement have fully accrued following an event of Default (as defined in protecting its rights hereunder the Securities Lending Agreement) by the Client and the security hereby granted, pay any balance due under any conditional agreement of sale (or lease) expiration of any property included as applicable notice requirement or grace period. The Administrator shall have no duty to determine whether the Lender has complied with the immediately preceding sentence nor shall such covenant by the Lender constitute a part limitation on the Administrator’s right to act upon a Notice of Default without inquiry. The Administrator agrees to promptly notify the Client of its receipt of such Notice of Default and shall not act in accordance with Instructions from the Lender for the withdrawal, payment, transfer or other disposition with respect to that portion of the Mortgaged Property, and pay any amounts asLender deems reasonably necessary or appropriate Collateral allocated to satisfy any term or condition it until the passage of this Mortgage, which Borrower shall have failed to satisfy, or to remedy any breach five (5) Business Days after Administrator’s receipt of such term or condition, and any amounts or expenses so paid or incurred, together with interest thereon from Notice of Default. Upon the date immediately following the fifth passage of such five (5th5) Business Day after an invoice setting forth period, unless Xxxxxx sends a written notice to Administrator revoking such amounts and expenses is received by Borrower, at the Notice of Default Rate as provided substantially in the Note form attached hereto as Exhibit C (a “Notice of Revocation”), Administrator is authorized to act upon such Notice of Default, and shall, without inquiry and in reliance upon such Notice of Default, direct BMO to deliver to it that portion of the Collateral allocable to such Lender pursuant to the information contained in the Lender Data File. No such five (5) Business Day delay shall be imposed in a situation involving an Act of Insolvency with respect to the Client, as described in paragraph (b) of this Section. Delivery of such Notice of Default shall constitute a representation and warranty by the Lender that the Administrator’s compliance therewith does not violate any law, regulation, court order or Loan other legal impediment or the terms of the Securities Lending Agreement or any other agreement between the Client and the Lender. The Administrator may conclusively rely without further inquiry on the statements set forth in any Notice of Default and any related instructions. Upon “actual knowledge” that an Act of Insolvency has occurred and is continuing with respect to the Client, the Administrator shall be “deemed to have received” a Notice of Default from each of the Lenders which instructs and directs Administrator to disregard and not follow any and all Instructions or entitlement orders of Client with respect to the Collateral, and authorizes and directs Administrator to direct BMO to distribute the Collateral to each of the Lenders pursuant to the information contained in the ledger. Administrator agrees to facilitate notification to each Lender of the occurrence of an Act of Insolvency with respect to the Client. “Actual knowledge” of the occurrence of an Act of Insolvency with respect to Client shall mean that a Responsible Officer has actual knowledge of a public notice of the filing of any case, proceeding, petition or decree against Trustor under Chapter 7 or Chapter 11 of the Bankruptcy Code, under the Securities Investor Protection Act of 1970 or under the Orderly Liquidation Authority under Title II of the Xxxx-Xxxxx Xxxx Street Reform and Consumer Protection Act., as amended. Upon the lifting, expiration or termination of any stays mandated by applicable law, BMO shall promptly distribute such Collateral to each Lender in an amount not to exceed the amounts indicated in the ledger with respect to such Lender as last communicated to the Administrator by the Client pursuant to this Agreement. Such amounts It is acknowledged and expenses agreed that the Lenders’ rights pursuant to this section represent “contractual rights” to cause the acceleration, termination, and/or liquidation of a securities contract in respect of “termination values”, “payment amounts” or “other transfer obligations” within the meaning of Sections 362, 555 and 561 of the Bankruptcy Code and Section 78eee(b)(2)(C) of the Securities Investor Protection Act of 1970, as amended. Each Lender and Client shall be entitled to the protections afforded by these provisions and other applicable safe harbor provisions of the Bankruptcy Code. In no event shall the Administrator accept from any Lender a notification of a Default by the Client due to an Act of Insolvency. The existence of an Act of Insolvency can only be established through “actual knowledge” pursuant to the foregoing provisions of this section. In the event that Client fails to transfer additional Collateral into the Collateral Account as and when required under this Agreement (a “Collateralization Default”), and such failure is not cured: (i) Prior to the close of business on the next succeeding Business Day, then (A) Client shall immediately cease engaging in the loan of Lender securities under each Securities Lending Agreement until such Collateralization Default is cured, and (B) Administrator shall suspend the performance of its obligations under this Agreement until the close of business on the second Business Day following the Business Day on which the Collateralization Default occurred (the “Collateralization Cure Date”); and (ii) Prior to the close of business on the Collateralization Cure Date, the Administrator shall provide notice to all Lenders of the Collateralization Default. If following distribution of the Collateral due to each Lender and payable by Borrower the satisfaction of all remaining obligations of Client to Lender and until paid under the Securities Lending Agreement, there is any balance remaining, including any proceeds from a sale of Collateral, such balance shall be secured hereby equally and ratablyreturned to the Client, and the same may be collected as part of said principal debt in any suit hereon or upon the Noteoccurrence of an Act of Insolvency with respect to Client, to Client’s estate, subject to the instructions of the trustee or receiver appointed in connection with Client’s insolvency or the court presiding over Client’s bankruptcy case. No payment In the event that distributions are made to Lenders as a result of a Collateralization Default, BMO shall make such distributions in accordance with the provisions of this Agreement hereof, but it is acknowledged and agreed that BMO shall only distribute each Lender’s ratable share of the Collateral available for distribution, in proportion to such Lender’s owed Collateral relative to the aggregate of the total Collateral owing to all Lenders. To the extent that any provision of this Agreement or the Control Agreement provides that the Administrator shall act according to the instructions or directions of the Client, subsequent to an Event of Default, such instructions or directions may instead be provided by the Lenders affected by such Event of Default and the Administrator shall be entitled to rely on, and shall be obligated to follow such Instructions or other directions. Following its receipt of a Notice of Default or deemed Notice of Default in the event of an Act of Insolvency with respect to the Client, BMO will as promptly as reasonably practicable under the circumstances, deliver to each applicable Lender, its proportionate interest in the Collateral as set forth in the ledger. BMO shall be responsible for calculating the amount to be distributed to each Lender and performing all other calculations necessary for distribution of the Collateral, provided, however, that BMO shall relieve Borrower be entitled to rely conclusively on the information contained in the ledger and information provided by Client and shall not be liable for any loss resulting from any default hereunder or impair any right or remedy of Lender consequent thereonan error contained in such information.

Lender Rights. If Borrower shall neglect Developer has represented to City that it may obtain financing for acquisition, development and/or construction of the Project from one or refuse: more third parties (aeach a “Lender”) and that each Lender may request a collateral assignment of this Agreement as part of the collateral for its loan(s) to maintain and keep in good repair the Mortgaged Property Developer or any part thereof as required assignee (a “Borrower”). City has agreed in Section 5.7.4 hereof that such collateral assignments are permissible without City’s consent. If a Lender is permitted, under the terms of its agreement with Borrower, to cure a Default by Borrower and/or to assume Borrower’s position with respect to this Mortgage or the Loan Agreement, or (b) City agrees to maintain and pay the premiums for insurance which may be required by this Mortgage or the Loan Agreement, or (c) to pay and discharge all taxes recognize such rights of whatsoever nature, assessments and charges of every nature Lender and to whomever assessedotherwise permit Lender to assume all of the rights and obligations of Borrower under this Agreement. If City is notified in writing of any such collateral assignment in accordance with Section 5.5 hereof, as required and such notice contains the identity and address of any such Lender, then City agrees to give such Lender a copy of any notice of default hereunder concurrently with the giving of such notice to Developer. No such notice of default given by City to Developer shall be binding upon or affect the Lender unless a copy of same is given to the Lender pursuant to this Mortgage or Section. The Lender shall have the Loan Agreement, or (d) to pay the sums required to be paid by this Mortgage or the Loan Agreement, or (e) to satisfy any other terms or conditions right for a period of this Mortgage, or any instrument secured hereby, Lender may, at its election in each instance, but without any obligation whatsoever to do so, upon thirty (30) days' prior written notice days after the expiration of any grace period afforded Developer pursuant to Section 4.1 (except but not Section 4.1.1) to cure any such default, and City agrees to accept performance by Lender with the same force and effect as if performed by Developer and the Lender shall thereby and hereby be subrogated to the rights of City. Nothing contained in this Agreement shall be deemed to prohibit, restrict or limit in any way the case right of (i) an emergency where there is danger the Lender to person take title to all or propertyany portion of its collateral pursuant to a foreclosure proceeding, trustee’s sale, or deed in lieu of foreclosure (ii) required insurance coverage would lapse, or (iii) an Event of Default exists, in each of which events no notice shall be requireda “foreclosure”), cause and following any such repairs or replacements foreclosure, Lender will not have any obligation to be made, obtain such insurance or pay said taxes, assessments, charges, and sums, incur and pay reasonable amounts in protecting its rights hereunder and the security hereby granted, pay any balance due under any conditional agreement of sale (or lease) of any property included as a part Complete construction of the Mortgaged PropertyProject. Upon receipt of written request from a Lender, and pay any amounts asLender deems reasonably necessary or appropriate to satisfy any term or condition City will enter into a separate agreement with such Lender consistent with the provisions of this Mortgage, which Borrower Section. Failure to complete the Project in accordance with the Schedule of Performance shall have failed to satisfy, or to remedy any breach result in termination of such term or condition, and any amounts or expenses so paid or incurred, together with interest thereon from the date immediately following the fifth (5th) Business Day after an invoice setting forth such amounts and expenses is received by Borrower, at the Default Rate Development Agreement as provided in the Note or Loan Agreement. Such amounts and expenses shall be immediately due and payable by Borrower to Lender and until paid shall be secured hereby equally and ratably, and the same may be collected as part of said principal debt in any suit hereon or upon the Note. No payment by Lender shall relieve Borrower from any default hereunder or impair any right or remedy of Lender consequent thereonelsewhere herein.

Lender Rights. If Lender elects to terminate this Agreement in accordance with ss.6, it may use and apply any funds deposited with it by the Borrower or Owner, regardless of the purpose for which such funds were deposited, in such manner and for such purposes as the Lender may determine. When an event or condition of default continues uncured for more than fifteen (15) days, Lender may, in addition to any and all other rights and remedies available to it, take possession of the Collateral and assume control of the Improvements and the work and cause them thereafter to be carried on in such manner as Lender may deem advisable. In such event Lender shall neglect not be obligated to continue the Improvements to completion. To this end, the Lender or refuse: (a) its agents may enter into and upon and take possession of the Collateral and perform any and all work and labor necessary to maintain complete the Improvements substantially according to the Plans, and keep employ watchmen to protect the Collateral from injury. All supplies and construction materials of the Borrower at the time of such entry situated on or near the Collateral shall become the property of the Lender without payment therefor to be used in good repair said completion and the Mortgaged Property Lender is given full power and authority to make such entry and to enter into such contracts or any part thereof arrangements as required may be necessary to complete the Improvements; money so expended by this Mortgage or Lender shall be added to the principal amount of the Loan Agreementand be deemed to have been paid to the Borrower and secured by the Security Agreement and shall be payable by the Borrower on demand with interest at the same rate as is called for by the Note. Borrower and Owner each hereby assigns all its right, title and interest in and to all contracts, now or hereafter existing, for the Improvements, to the Lender for Lender's use in the event that it enters the Collateral for the purpose of completing the Improvements, but it is agreed that in any event Lender shall not be bound by any such contracts or under any obligation to fulfill the Borrower's or Owner's commitments thereunder unless and until Lender elects to do so in writing with the various contractors, material providers or other parties to such contracts. For the above purposes, the Borrower and Owner each hereby makes, constitutes and appoints the Lender its true and lawful attorney-in-fact with full power of substitution in the Collateral, with full, complete and irrevocable authorization to complete the Improvements in the name of the Borrower or Owner and to bind Borrower or Owner to any contracts, commitments or undertakings deemed necessary or advisable by Lender for the purpose of completing the Improvements in accordance with the Plans. The Borrower and Owner each hereby empowers the Lender as such attorney as follows: a. To use any funds of the Borrower or Owner, including any balance which may be held in escrow and any funds which may remain unadvanced hereunder for the purpose of completing the Improvements substantially in the manner called for by the Plans, or (b) to maintain such other degree of completion as Lender may deem necessary or advisable; b. To make such additions, changes and pay corrections in the premiums Plans as shall be necessary or desirable to complete the Improvements in substantially the manner contemplated by the Plans; c. To employ such contractors, subcontractors, agents, architects, engineers, consultants and inspectors as shall be required for insurance said purposes; d. To pay, settle or compromise all existing bills and claims which may be liens against the Collateral, or as may be necessary or desirable for the completion of the Improvements, or for clearance of title; e. To execute all applications and certificates in the name of the Borrower or Owner which may be required by this Mortgage any of the contract documents; f. To prosecute and defend all actions or proceedings in connection with the Collateral or the Loan Agreement, or (c) to pay and discharge all taxes construction of whatsoever nature, assessments and charges of every nature the Improvements and to whomever assessedtake such action and require such performance as it deems necessary under the accepted guaranty of completion; and g. To do any and every act which the Borrower or Owner might do in its own behalf. It is further understood and agreed that this power-of-attorney, as required by this Mortgage or the Loan Agreement, or (d) to pay the sums required which shall be deemed to be paid by this Mortgage or a power coupled with an interest, cannot be revoked. The Borrower hereby assigns and quit-claims to the Loan AgreementLender all sums unadvanced under the Security Agreement and all sums due in escrow conditioned upon the use of said sums for the completion of the Improvements, or (e) such assignment to satisfy any other terms or conditions of this Mortgage, or any instrument secured hereby, Lender may, at its election become effective only in each instance, but without any obligation whatsoever to do so, upon thirty (30) days' prior written notice (except in the case of (i) an emergency where there is danger to person or property, or (ii) required insurance coverage would lapse, or (iii) an Event of Default exists, in each of which events no notice shall be required), cause such repairs or replacements to be made, obtain such insurance or pay said taxes, assessments, charges, and sums, incur and pay reasonable amounts in protecting its rights hereunder and the security hereby granted, pay any balance due under any conditional agreement of sale (or lease) of any property included as a part of the Mortgaged Property, and pay any amounts asLender deems reasonably necessary or appropriate to satisfy any term or condition of this Mortgage, which Borrower shall have failed to satisfy, or to remedy any breach of such term or condition, and any amounts or expenses so paid or incurred, together with interest thereon from the date immediately following the fifth (5th) Business Day after an invoice setting forth such amounts and expenses is received by Borrower, at the Default Rate as provided in the Note or Loan Agreement. Such amounts and expenses shall be immediately due and payable by Borrower to Lender and until paid shall be secured hereby equally and ratably, and the same may be collected as part of said principal debt in any suit hereon or upon the Note. No payment by Lender shall relieve Borrower from any default hereunder or impair any right or remedy of Lender consequent thereondefault.

Lender Rights. If Borrower shall neglect or refuse: (a) Prior to maintain and keep in good repair the Mortgaged Property or any part thereof as required by this Mortgage or the Loan Agreement, or (b) to maintain and pay the premiums for insurance which may be required by this Mortgage or the Loan Agreement, or (c) to pay and discharge all taxes occurrence of whatsoever nature, assessments and charges of every nature and to whomever assessed, as required by this Mortgage or the Loan Agreement, or (d) to pay the sums required to be paid by this Mortgage or the Loan Agreement, or (e) to satisfy any other terms or conditions of this Mortgage, or any instrument secured hereby, Lender may, at its election in each instance, but without any obligation whatsoever to do so, upon thirty (30) days' prior written notice (except in the case of (i) an emergency where there is danger to person or property, or (ii) required insurance coverage would lapse, or (iii) an Event of Default existsor Act of Insolvency, in each of which events no notice Lender agrees that it shall be requiredbound by the instructions or directions of the Client and that it shall have no right of dissent or any similar rights. A Lender may, subject to the terms of the Securities Lending Agreement, deliver to the Administrator a Notice of Default (with a copy to Client) stating that an Event of Default has occurred under the Securities Lending Agreement wherein the Client remains solvent (i.e. the Event of Default is not due to an Act of Insolvency with respect to the Client) substantially in the form attached hereto as Exhibit B (a “Notice of Default”). Such Lender hereby covenants, cause such repairs or replacements for the benefit of the Client, that the Lender will not deliver a Notice of Default until all of the Lender’s rights of enforcement pursuant to be made, obtain such insurance or pay said taxes, assessments, charges, and sums, incur and pay reasonable amounts the Securities Lending Agreement have fully accrued following an event of Default (as defined in protecting its rights hereunder the Securities Lending Agreement) by the Client and the security hereby granted, pay any balance due under any conditional agreement of sale (or lease) expiration of any property included as applicable notice requirement or grace period. The Administrator shall have no duty to determine whether the Lender has complied with the immediately preceding sentence nor shall such covenant by the Lender constitute a part limitation on the Administrator’s right to act upon a Notice of Default without inquiry. The Administrator agrees to promptly notify the Client of its receipt of such Notice of Default and shall not act in accordance with Instructions from the Lender for the withdrawal, payment, transfer or other disposition with respect to that portion of the Mortgaged Property, and pay any amounts asLender deems reasonably necessary or appropriate Collateral allocated to satisfy any term or condition it until the passage of this Mortgage, which Borrower shall have failed to satisfy, or to remedy any breach five (5) Business Days after Administrator’s receipt of such term or condition, and any amounts or expenses so paid or incurred, together with interest thereon from Notice of Default. Upon the date immediately following the fifth passage of such five (5th5) Business Day after an invoice setting forth period, unless Lender sends a written notice to Administrator revoking such amounts and expenses is received by Borrower, at the Notice of Default Rate as provided substantially in the Note form attached hereto as Exhibit C (a “Notice of Revocation”), Administrator is authorized to act upon such Notice of Default, and shall, without inquiry and in reliance upon such Notice of Default, direct BMO to deliver to it that portion of the Collateral allocable to such Lender pursuant to the information contained in the Lender Data File. No such five (5) Business Day delay shall be imposed in a situation involving an Act of Insolvency with respect to the Client, as described in paragraph (b) of this Section. Delivery of such Notice of Default shall constitute a representation and warranty by the Lender that the Administrator’s compliance therewith does not violate any law, regulation, court order or Loan other legal impediment or the terms of the Securities Lending Agreement or any other agreement between the Client and the Lender. The Administrator may conclusively rely without further inquiry on the statements set forth in any Notice of Default and any related instructions. Upon “actual knowledge” that an Act of Insolvency has occurred and is continuing with respect to the Client, the Administrator shall be “deemed to have received” a Notice of Default from each of the Lenders which instructs and directs Administrator to disregard and not follow any and all Instructions or entitlement orders of Client with respect to the Collateral, and authorizes and directs Administrator to direct BMO to distribute the Collateral to each of the Lenders pursuant to the information contained in the ledger. Administrator agrees to facilitate notification to each Lender of the occurrence of an Act of Insolvency with respect to the Client. “Actual knowledge” of the occurrence of an Act of Insolvency with respect to Client shall mean that a Responsible Officer has actual knowledge of a public notice of the filing of any case, proceeding, petition or decree against Trustor under Chapter 7 or Chapter 11 of the Bankruptcy Code, under the Securities Investor Protection Act of 1970 or under the Orderly Liquidation Authority under Title II of the Xxxx-Xxxxx Xxxx Street Reform and Consumer Protection Act., as amended. Upon the lifting, expiration or termination of any stays mandated by applicable law, BMO shall promptly distribute such Collateral to each Lender in an amount not to exceed the amounts indicated in the ledger with respect to such Lender as last communicated to the Administrator by the Client pursuant to this Agreement. Such amounts It is acknowledged and expenses agreed that the Lenders’ rights pursuant to this section represent “contractual rights” to cause the acceleration, termination, and/or liquidation of a securities contract in respect of “termination values”, “payment amounts” or “other transfer obligations” within the meaning of Sections 362, 555 and 561 of the Bankruptcy Code and Section 78eee(b)(2)(C) of the Securities Investor Protection Act of 1970, as amended. Each Lender and Client shall be entitled to the protections afforded by these provisions and other applicable safe harbor provisions of the Bankruptcy Code. In no event shall the Administrator accept from any Lender a notification of a Default by the Client due to an Act of Insolvency. The existence of an Act of Insolvency can only be established through “actual knowledge” pursuant to the foregoing provisions of this section. In the event that Client fails to transfer additional Collateral into the Collateral Account as and when required under this Agreement (a “Collateralization Default”), and such failure is not cured: (i) Prior to the close of business on the next succeeding Business Day, then (A) Client shall immediately cease engaging in the loan of Lender securities under each Securities Lending Agreement until such Collateralization Default is cured, and (B) Administrator shall suspend the performance of its obligations under this Agreement until the close of business on the second Business Day following the Business Day on which the Collateralization Default occurred (the “Collateralization Cure Date”); and (ii) Prior to the close of business on the Collateralization Cure Date, the Administrator shall provide notice to all Lenders of the Collateralization Default. If following distribution of the Collateral due to each Lender and payable by Borrower the satisfaction of all remaining obligations of Client to Lender and until paid under the Securities Lending Agreement, there is any balance remaining, including any proceeds from a sale of Collateral, such balance shall be secured hereby equally and ratablyreturned to the Client, and the same may be collected as part of said principal debt in any suit hereon or upon the Noteoccurrence of an Act of Insolvency with respect to Client, to Client’s estate, subject to the instructions of the trustee or receiver appointed in connection with Client’s insolvency or the court presiding over Client’s bankruptcy case. No payment In the event that distributions are made to Lenders as a result of a Collateralization Default, BMO shall make such distributions in accordance with the provisions of this Agreement hereof, but it is acknowledged and agreed that BMO shall only distribute each Lender’s ratable share of the Collateral available for distribution, in proportion to such Lender’s owed Collateral relative to the aggregate of the total Collateral owing to all Lenders. To the extent that any provision of this Agreement or the Control Agreement provides that the Administrator shall act according to the instructions or directions of the Client, subsequent to an Event of Default, such instructions or directions may instead be provided by the Lenders affected by such Event of Default and the Administrator shall be entitled to rely on, and shall be obligated to follow such Instructions or other directions. Following its receipt of a Notice of Default or deemed Notice of Default in the event of an Act of Insolvency with respect to the Client, BMO will as promptly as reasonably practicable under the circumstances, deliver to each applicable Lender, its proportionate interest in the Collateral as set forth in the ledger. BMO shall be responsible for calculating the amount to be distributed to each Lender and performing all other calculations necessary for distribution of the Collateral, provided, however, that BMO shall relieve Borrower be entitled to rely conclusively on the information contained in the ledger and information provided by Client and shall not be liable for any loss resulting from any default hereunder or impair any right or remedy of Lender consequent thereonan error contained in such information.

Lender Rights. If Borrower In addition to any other right provided to any Lender by other provisions of this Service Agreement, any Lender shall neglect or refusehave the right at any time during the term of this Service Agreement to: (ai) do or cause to maintain and keep in good repair be done any act or thing required of the Mortgaged Property Company under this Service Agreement or any part thereof as required other agreement between the Company and the Board, and any such act or thing performed or caused to be performed by this Mortgage such Lender shall have the effect of having been done by the Company itself; (ii) realize on the security afforded such Lender by taking possession of all or any portion of the Loan Agreement, Facility and/or exercising foreclosure proceedings or power of sale or other remedy afforded in law or in equity or by security documents assigned to or entered into by the Lender; and (iii) subject to the restrictions noted in paragraph (b) to maintain and pay of this Section, transfer, convey, or assign the premiums for insurance which may be required by interests of the Company under this Mortgage or the Loan Service Agreement, or and any other agreement between the Board and the Company regarding the Facility (ctogether, the "the Board/Company Service Agreements") to pay and discharge all taxes any purchaser at any foreclosure or secured party sale, whether such sale be conducted pursuant to court order, a power of whatsoever naturesale contained in the Lender mortgage or applicable law, assessments and charges of every nature and to whomever assessedacquire and succeed to the interest of the Company under the Board/ Company Service Agreements by virtue of any foreclosure or secured party sale, as required by this Mortgage or whether such sale be conducted pursuant to a court order, a power of sale contained in the Loan AgreementLender mortgage, or (d) to pay the sums required to be paid by this Mortgage or the Loan Agreementapplicable law, or (e) by virtue of a deed and/or xxxx of sale and assignment in lieu thereof. The Board shall grant any Lender or its authorized designee immediate access to satisfy any other terms or conditions of this Mortgage, or any instrument secured hereby, Lender may, at its election in each instance, but without any obligation whatsoever to do so, upon thirty (30) days' prior written notice (except in the case of (i) an emergency where there is danger to person or property, or (ii) required insurance coverage would lapse, or (iii) an Event of Default exists, in each of which events no notice shall be required), cause such repairs or replacements to be made, obtain such insurance or pay said taxes, assessments, charges, and sums, incur and pay reasonable amounts in protecting its rights hereunder Landfill and the security hereby granted, pay any balance due under any conditional agreement of sale (or lease) of any property included as a part of Facility to the Mortgaged Property, and pay any amounts asLender deems reasonably extent necessary or appropriate to satisfy any term or condition of this Mortgage, which Borrower shall have failed to satisfy, or to remedy any breach or default of such term the Company under this Service Agreement or conditionin exercise of the Lender's remedies under any security document. If Lender(s) are prohibited by any bankruptcy, and any amounts insolvency, or expenses so paid other judicial proceeding from commencing foreclosure proceedings or incurred, together with interest thereon from the date immediately following the fifth (5thother actions to preserve their secured interest(s) Business Day after an invoice setting forth such amounts and expenses is received by Borrower, at the Default Rate as provided in the Note or Loan Agreement. Such amounts Facility and expenses the Board/Company Service Agreements, any right of the Board to terminate the Service Agreement for default shall be immediately due suspended for so long as the Lender(s) diligently pursues such proceedings and payable by Borrower to Lender and until paid shall be secured hereby equally and ratably, and the same may be collected as part of said principal debt in cures any suit hereon or upon the Note. No payment by Lender shall relieve Borrower from any default hereunder or impair any right or remedy of Lender consequent thereondefault.

Lender Rights. If Borrower In addition to any other right provided to any Lender by other provisions of this Agreement, any Lender shall neglect or refusehave the right at any time during this Agreement to: (ai) do or cause to maintain and keep in good repair the Mortgaged Property be done any act or thing required of Renovar under this Agreement or any part thereof as required other agreement between City and Renovar, and any such act or thing performed or caused to be performed by this Mortgage such Lender shall have the effect of having been done by Renovar itself, (ii) realize on the security afforded such Lender by taking possession of all or any portion of the Loan AgreementFacilities owned by Renovar and/or exercising foreclosure proceedings or power of sale or other remedy afforded in law or in equity or by security documents assigned to or entered into by the Lender, or and (iii) subject to the restrictions noted in paragraph (b) to maintain and pay of this Section, transfer, convey, or assign the premiums for insurance which may be required by interests of Renovar under this Mortgage or the Loan Agreement, and any other agreement between City and Renovar regarding the Facilities (together, the “City /Renovar Agreements”), to any purchaser of any foreclosure or (c) secured party sale, whether such sale be conducted pursuant to pay and discharge all taxes court order, power of whatsoever naturesale contained in the Lender mortgage or applicable law, assessments and charges of every nature and to whomever assessedacquire and succeed to the interest of Renovar under City /Renovar Agreements by virtue of any foreclosure or secured party sale, as required by this Mortgage whether such sale be conducted pursuant to a court order, a power of sale contained in the Lender mortgage or the Loan Agreementapplicable law, or (d) by virtue of a deed and/or xxxx of sale and assignment in lieu thereof. City shall grant any Lender or its authorized designee immediate access to pay the sums required to be paid by this Mortgage or the Loan Agreement, or (e) to satisfy any other terms or conditions of this Mortgage, or any instrument secured hereby, Lender may, at its election in each instance, but without any obligation whatsoever to do so, upon thirty (30) days' prior written notice (except in the case of (i) an emergency where there is danger to person or property, or (ii) required insurance coverage would lapse, or (iii) an Event of Default exists, in each of which events no notice shall be required), cause such repairs or replacements to be made, obtain such insurance or pay said taxes, assessments, charges, and sums, incur and pay reasonable amounts in protecting its rights hereunder Landfill and the security hereby granted, pay any balance due under any conditional agreement of sale (or lease) of any property included as a part of Facilities to the Mortgaged Property, and pay any amounts asLender deems reasonably extent necessary or appropriate to satisfy any term or condition of this Mortgage, which Borrower shall have failed to satisfy, or to remedy any breach or default of such term Renovar under this Agreement or conditionin exercise of the Lender’s remedies under any security document. If Lender(s) are prohibited by any bankruptcy, and any amounts insolvency, or expenses so paid judicial proceeding from commencing foreclosure proceedings or incurred, together with interest thereon from the date immediately following the fifth (5thother actions to preserve their secured interest(s) Business Day after an invoice setting forth such amounts and expenses is received by Borrower, at the Default Rate as provided in the Note or Loan Agreement. Such amounts Facilities and expenses City /Renovar Agreements, any right of City to terminate any City /Renovar Agreement shall be immediately due suspended for so long as the Lender(s) diligently pursue such proceedings and payable by Borrower to Lender and until paid shall be secured hereby equally and ratably, and the same may be collected as part of said principal debt in any suit hereon or upon the Note. No payment by Lender shall relieve Borrower from cure any default hereunder or impair any right or remedy in the payment of Lender consequent thereonmonies due City.

Lender Rights. If Borrower shall neglect In the event (i) a threatened or refuse: (a) to maintain and keep in good repair actual discharge or release of Hazardous Materials could affect the Mortgaged Property, whether or not the same originates or emanates from the Property or any part thereof as required by this Mortgage or the Loan Agreement, or (b) to maintain and pay the premiums for insurance which may be required by this Mortgage or the Loan Agreement, or (c) to pay and discharge all taxes of whatsoever nature, assessments and charges of every nature and to whomever assessed, as required by this Mortgage or the Loan Agreement, or (d) to pay the sums required to be paid by this Mortgage or the Loan Agreement, or (e) to satisfy any other terms or conditions of this Mortgage, or any instrument secured hereby, Lender may, at its election in each instance, but without any obligation whatsoever to do so, upon thirty (30) days' prior written notice (except in the case of (i) an emergency where there is danger to person or propertycontiguous real estate, or (ii) required insurance coverage would lapseany non-compliance with any Environmental Law could affect the Property, activities at the Property or adjacent real properties, Lender may either (x) provide Indemnitor thirty (30) days notice and opportunity to remedy such discharge or threat of discharge or release or non-compliance with any Environmental Law, or (iiiy) an Event of Default exists, in each of which events no notice shall be required), cause such repairs or replacements work to be made, obtain such insurance or pay said taxes, assessments, charges, performed at the Property and sums, incur take any and pay reasonable amounts in protecting its rights hereunder and the security hereby granted, pay any balance due under any conditional agreement of sale (or lease) of any property included all other actions as a part of the Mortgaged Property, and pay any amounts asLender deems reasonably Lender shall deem necessary or appropriate advisable to satisfy any term address the threatened or condition actual discharge or release of Hazardous Material or remedy the non-compliance with Environmental Laws. Indemnitor shall reimburse Lender for all costs and expenses whatsoever incurred on account Lender’s action under this Mortgage, which Borrower shall have failed to satisfy, or to remedy any breach of such term or condition, and any amounts or expenses so paid or incurredsection, together with interest thereon as hereinafter provided. Except as specifically set forth in this Agreement, Indemnitor shall release and forever discharge and covenants not to xxx Lender from and against any and all liability associated with such action, response or remedy under this Agreement. Indemnitor shall grant Lender and its designees access to the date immediately following Property at any time or times, upon reasonable notice (which may be written or oral), and a license which is coupled with an interest and irrevocable, to make or cause such action as Lender determines is necessary to remedy any actual or threatened non-compliance with any Environmental Law. Lender may disclose to interested parties any information Lender has about the fifth (5th) Business Day after an invoice setting forth environmental condition or status of the Property, but shall be under no duty to disclose any such amounts information except as may be required by law. Lender shall be under no duty to make any environmental assessment, audit or inspection of the Property, and expenses in no event shall any action or lack of action by Lender be or give rise to a representation that the Property is received in compliance with any applicable law, nor shall Indemnitor be entitled to rely on any environmental assessment, audit or inspection completed by BorrowerLender. Lender owes no duty of care to protect Borrow or any person against, or to inform them of, the presence of any Hazardous Material, environmental condition, or compliance status at the Default Rate as provided Property. Nothing in the Note or Loan Agreement. Such amounts and expenses this Agreement shall be immediately due and payable by Borrower to Lender and until paid shall be secured hereby equally and ratably, and the same may be collected as part of said principal debt in any suit hereon or upon the Note. No payment by Lender shall relieve Borrower from any default hereunder limit or impair any right rights or remedy remedies of Lender consequent thereonor any other party against Indemnitor under any Environmental Law or otherwise at law or in equity, including without limiting any rights of contribution or indemnification.