Common use of Prior Mortgage Clause in Contracts

Prior Mortgage. The rights of Grantee hereunder are subject to rights of the holders of Prior Mortgage. Grantor covenants and agrees to comply with all the terms and provisions of the Prior Mortgage on the part of grantor named therein to be complied with. Any uncured default in the performance of any term or provision contained in the Prior Mortgage (except a default by reason of the execution, delivery and recordation of this Deed of Trust), or any default in the payment of the indebtedness and obligations secured thereby (including, without limitation, payments due upon acceleration of the indebtedness and obligations secured by the Prior Mortgage by reason of the execution, delivery and recordation of this Deed of Trust), whether or not waived, shall constitute an immediate Event of Default under the terms hereof, and in such case Grantee may, but need not, make any payment or perform any act deemed necessary or desirable by Grantee, in its sole discretion, and may, but need not, make full or partial payment of principal or interest or other charge secured by any Prior Mortgage, or purchase, discharge, compromise or settle any Prior Mortgage, or redeem from any sale or forfeiture affecting the Mortgaged Premises. All sums advanced or expended in connection therewith shall be immediately due and payable by Grantor to Grantee, shall bear interest at the Default Rate from the date of payment until paid and shall be added to and become a part of the Obligations. Grantor further covenants and agrees that, to the extent the Grantee pays any installments of principal or interest or any other sums due or which are paid pursuant to the provisions of any Prior Mortgage, Grantee shall become entitled to a lien on the Mortgaged Premises hereunder equal in rank and priority to such Prior Mortgage, and in addition, to the extent necessary to make effective such rank and priority, (i) Grantee shall become subrogated to and receive and enjoy all the rights, liens, powers and privileges granted to the mortgagee under such Prior Mortgage, and (ii) such Prior Mortgage shall remain in existence for the benefit of and to secure further the Obligations.

Prior Mortgage. 3.14.1 The rights of Grantee hereunder are Mortgage is subject and subordinate to rights the Prior Mortgage in favor of the holders of Prior Mortgagee. 3.14.2 The Mortgagor covenants, represents and warrants that: [i] it will promptly pay, when due and payable, the interest, installments or principal, and all other sums and charges mentioned in and made payable by the Prior Mortgage. Grantor ; [ii] the Mortgagor will not, without the prior written consent of the Mortgagee enter into any agreement or accept the benefit of any arrangement whereby the holder of the Prior Mortgage waives, postpones, extends, reduces or modifies the payment of any installment of principal or interest or any other item or amount now required to be paid under the terms of the Prior Mortgage or modifies any provision thereof that would materially, adversely affect the lien and operation of this Mortgage. 3.14.3 Mortgagor covenants and agrees to comply with all of the terms terms, conditions and provisions of the Prior Mortgage and to promptly deliver copies of any notices and correspondence it receives concerning the Prior Mortgage to the Mortgagee. In the event that the Mortgagor shall fail to so comply with all of the terms, conditions, and provisions under the Prior Mortgage so as to result in a default thereunder, after notice and opportunity to cure as provided in such documents, or to deliver copies of any such notice or correspondence, such failure on the part of grantor named therein the Mortgagor shall constitute a default under this Mortgage and shall entitle Mortgagee, at its option, to be complied with. Any uncured default exercise any and all rights and remedies given Mortgagee in the performance event of any term or provision contained in a default hereunder. 3.14.4 In the Prior Mortgage (except event of a default by reason of the execution, delivery and recordation of this Deed of Trust), Mortgagor hereunder or any default in the payment of the indebtedness and obligations secured thereby (including, without limitation, payments due upon acceleration of the indebtedness and obligations secured by under the Prior Mortgage by reason of Mortgage, in addition to any other rights and remedies available to the executionMortgagee, delivery and recordation of this Deed of Trust), whether or not waived, shall constitute an immediate Event of Default under the terms hereof, and in such case Grantee Mortgagee may, but need notshall not be required to, make any payment or perform any act deemed necessary or desirable by Grantee, in its sole discretion, required under the Prior Mortgage. Mortgagor covenants and may, but need not, make full or partial payment of principal or interest or other charge secured by agrees that to the extent Mortgagee pays any sums due under the Prior Mortgage, or purchaseand provided the Prior Mortgagee shall consent thereto, discharge, compromise or settle any Prior Mortgage, or redeem from any sale or forfeiture affecting the Mortgaged Premises. All sums advanced or expended in connection therewith shall be immediately due and payable by Grantor to Grantee, shall bear interest at the Default Rate from the date of payment until paid and shall be added to and become a part of the Obligations. Grantor further covenants and agrees that, to the extent the Grantee pays any installments of principal or interest or any other sums due or which are paid pursuant to the provisions of any Prior Mortgage, Grantee Mortgagee shall become entitled to a pro rata lien on the Mortgaged Premises hereunder but equal in rank and priority to such the Prior Mortgage, and in addition, to the extent necessary to make effective such rank and priority, (i) Grantee : [a] Mortgagee shall become subrogated to and receive and enjoy all of the rights, liens, powers powers, and privileges granted to the mortgagee Prior Mortgagee under such the Prior Mortgage, ; and (ii) such [b] the Prior Mortgage shall remain in existence for the benefit of the Mortgagee and to further secure further the Obligationsdebt and other sums secured, or that hereafter become secured, hereunder. 3.14.5 If for any reason the indebtedness secured by the Prior Mortgage is accelerated or the Premises or any part thereof is sold, or attempted to be sold, pursuant to such Prior Mortgage, whether by power of sale, judicial action or otherwise, or any remedial action or proceeding is taken or instituted in respect to the Premises or any part thereof under the Prior Mortgage, the Mortgagor will indemnify and hold the Mortgagee harmless from any loss, cost or expense incurred by the Mortgagee, including reasonable attorneys' fees [a] in contesting any such action taken or in attempting to reinstate such Prior Mortgage, or [b] incurred by the Mortgagee on account of the acceleration of such Prior Mortgage, the sale of the Premises, or any portion thereof pursuant thereto or pursuant to Mortgagee's purchase of payment of the Prior Mortgage. 3.14.6 Notwithstanding any other provision in this Mortgage, if pursuant to the Prior Mortgage, insurance proceeds in respect of any damage or destruction or any award or payment applicable to a taking by eminent domain is applied against the note secured by such Prior Mortgage, the Mortgagee may forthwith declare the Note hereby secured due and payable at any time thereafter unless the value of the Premises remaining and/or the value of the Substituted Collateral, as hereinafter defined, and/or any other property that is then mortgaged to Mortgagee as security for the Note, at the time such proceeds are available, is equal to or greater than $6,000,000.00 or $7,300,000.00, as the case may be, in accordance with the provisions of section 3.17 hereof, or unless acceptable replacement collateral that satisfies the requirements of section 3.17 is secured in favor of the Mortgagee within 30 days thereafter.

Prior Mortgage. 3.14.1 The rights of Grantee hereunder are Mortgage is subject and subordinate to rights the Prior Mortgage in favor of the holders of Prior Mortgagee. 3.14.2 The Mortgagor covenants, represents and warrants that: [i] it will promptly pay, when due and payable, the interest, installments or principal, and all other sums and charges mentioned in and made payable by the Prior Mortgage. Grantor ; [ii] the Mortgagor will not, without the prior written consent of the Mortgagee enter into any agreement or accept the benefit of any arrangement whereby the holder of the Prior Mortgage waives, postpones, extends, reduces or modifies the payment of any installment of principal or interest or any other item or amount now required to be paid under the terms of the Prior Mortgage or modifies any provision thereof that would materially, adversely affect the lien and operation of this Mortgage. 3.14.3 Mortgagor covenants and agrees to comply with all of the terms terms, conditions and provisions of the Prior Mortgage and to promptly deliver copies of any notices and correspondence it receives concerning the Prior Mortgage to the Mortgagee. In the event that the Mortgagor shall fail to so comply with all of the terms, conditions, and provisions under the Prior Mortgage so as to result in a default thereunder, after notice and opportunity to cure as provided in such documents, or to deliver copies of any such notice or correspondence, such failure on the part of grantor named therein the Mortgagor shall constitute a default under this Mortgage and shall entitle Mortgagee, at its option, to be complied with. Any uncured default exercise any and all rights and remedies given Mortgagee in the performance event of any term or provision contained in a default hereunder. 3.14.4 In the Prior Mortgage (except event of a default by reason of the execution, delivery and recordation of this Deed of Trust), Mortgagor hereunder or any default in the payment of the indebtedness and obligations secured thereby (including, without limitation, payments due upon acceleration of the indebtedness and obligations secured by under the Prior Mortgage by reason of Mortgage, in addition to any other rights and remedies available to the executionMortgagee, delivery and recordation of this Deed of Trust), whether or not waived, shall constitute an immediate Event of Default under the terms hereof, and in such case Grantee Mortgagee may, but need notshall not be required to, make any payment or perform any act deemed necessary or desirable by Grantee, in its sole discretion, required under the Prior Mortgage. Mortgagor covenants and may, but need not, make full or partial payment of principal or interest or other charge secured by agrees that to the extent Mortgagee pays any sums due under the Prior Mortgage, or purchaseand provided the Prior Mortgagee shall consent thereto, discharge, compromise or settle any Prior Mortgage, or redeem from any sale or forfeiture affecting the Mortgaged Premises. All sums advanced or expended in connection therewith shall be immediately due and payable by Grantor to Grantee, shall bear interest at the Default Rate from the date of payment until paid and shall be added to and become a part of the Obligations. Grantor further covenants and agrees that, to the extent the Grantee pays any installments of principal or interest or any other sums due or which are paid pursuant to the provisions of any Prior Mortgage, Grantee Mortgagee shall become entitled to a pro rata lien on the Mortgaged Premises hereunder but equal in rank and priority to such the Prior Mortgage, and in addition, to the extent necessary to make effective such rank and priority, (i) Grantee : [a] Mortgagee shall become subrogated to and receive and enjoy all of the rights, liens, powers powers, and privileges granted to the mortgagee Prior Mortgagee under such the Prior Mortgage, ; and (ii) such [b] the Prior Mortgage shall remain in existence for the benefit of the Mortgagee and to further secure further the Obligationsdebt and other sums secured, or that hereafter become secured, hereunder. 3.14.5 If for any reason the indebtedness secured by the Prior Mortgage is accelerated or the Premises or any part thereof is sold, or attempted to be sold, pursuant to such Prior Mortgage, whether by power of sale, judicial action or otherwise, or any remedial action or proceeding is taken or instituted in respect to the Premises or any part thereof under the Prior Mortgage, the Mortgagor will indemnify and hold the Mortgagee harmless from any loss, cost or expense incurred by the Mortgagee, including reasonable attorneys' fees [a] in contesting any such action taken or in attempting to reinstate such Prior Mortgage, or [b] incurred by the Mortgagee on account of the acceleration of such Prior Mortgage, the sale of the Premises, or any portion thereof pursuant thereto or pursuant to Mortgagee's purchase of payment of the Prior Mortgage. 3.14.6 Notwithstanding any other provision in this Mortgage, if pursuant to the Prior Mortgage, insurance proceeds in respect of any damage or destruction or any award or payment applicable to a taking by eminent domain is applied against the note secured by such Prior Mortgage, the Mortgagee may forthwith declare the Note hereby secured due and payable at any time thereafter unless the value of the Premises remaining and/or the value of the Substituted Collateral, as hereinafter defined, and/or any other property that is then mortgaged to Mortgagee as security for the Note, at the time such proceeds are available, is equal to or greater than $6,000,000.00 or $7,300,000.00, as the case may be, in accordance with the provisions of section 3.18.4 hereof, or unless acceptable replacement collateral that satisfies the requirements of section 3.18.4 is secured in favor of the Mortgagee within 30 days thereafter.

Prior Mortgage. The rights (a) This Mortgage is subject and subordinate to a certain first mortgage from Mortgagor to Xxxxxxx Bank of Grantee hereunder are subject to rights of Broward County, dated September 13, 1990 (the holders of "Prior Mortgage. Grantor covenants and agrees to comply with all the terms and provisions of the Prior Mortgage on the part of grantor named therein to be complied with. "). (b) Any uncured default in the payment or the performance of any term of the covenants, conditions, or provision agreements contained in the Prior Mortgage (except a default by reason shall, at the option of the executionMortgagee, delivery and recordation of this Deed of Trust), or any default in the payment of the indebtedness and obligations secured thereby (including, without limitation, payments due upon acceleration of the indebtedness and obligations secured by the Prior Mortgage by reason of the execution, delivery and recordation of this Deed of Trust), whether or not waived, shall also constitute an immediate Event of Default hereunder and, in such event, the Mortgagee shall be entitled to accelerate payment of this Mortgage, the Note and Mortgagor's obligations to Mortgagee under the terms hereofReimbursement Agreement, and in such case Grantee may, but need not, make any payment or perform any act deemed necessary or desirable by Grantee, in its sole discretion, and may, but need not, make full or partial payment of principal or interest or other charge secured by any Prior Mortgage, or purchase, discharge, compromise or settle any Prior Mortgage, or redeem from any sale or forfeiture affecting the Mortgaged Premises. All sums advanced or expended in connection therewith so that they shall be and become immediately due and payable, and Mortgagee shall have all such other and further rights and remedies as may be provided hereunder and by law. (c) Mortgagor shall duly, promptly, and fully perform the following in regard to the Prior Mortgage: (i) Mortgagor shall promptly pay, when due and payable, the interest, installments of principal, and all other sums and charges mentioned in and payable by Grantor to Grantee, under the Prior Mortgage. Mortgagor shall bear interest at the Default Rate from the date of payment until paid promptly perform and shall be added to and become a part observe all of the Obligations. Grantor further covenants terms, covenants, and agrees that, conditions required to be performed and observed by the extent Mortgagor under the Grantee pays any installments of principal or interest or any other sums due or which are paid pursuant to the provisions of any Prior Mortgage, Grantee shall become entitled to a lien on the Mortgaged Premises hereunder equal in rank and priority to such Prior Mortgage, and in addition, to the extent shall do all things necessary to make effective such rank preserve and prioritykeep the Prior Mortgage free from default. (ii) Mortgagor shall promptly notify Mortgagee in writing of any default by Mortgagor in the performance or observance of any of the terms, covenants, or conditions on the part of Mortgagor to be performed under the Prior Mortgage. (iiii) Grantee shall become subrogated to and receive and enjoy all Mortgagor shall: (a) promptly notify Mortgagee in writing of the rights, liens, powers and privileges granted to receipt by Mortgagor of any notice (other than notices customarily sent on a regular basis) from the mortgagee under such the Prior Mortgage and of any notice alleging or claiming any default by the Mortgagor in the performance or observance of any of the terms, covenants, or conditions on the part of the Mortgagor to be performed or observed under the Prior Mortgage, and (iib) promptly cause a copy of each such notice received by Mortgagor from the mortgagee under the Prior Mortgage to be delivered to Mortgagee. (iv) Mortgagor shall remain in existence for not, without the prior written consent of Mortgagee, enter into any agreement or accept the benefit of any arrangement whereby the mortgagee under the Prior Mortgage waives, postpones, extends, reduces, or modifies (i) the payment of any installment of interest or interest and principal or (ii) any other term, covenant, or condition of the Prior Mortgage. (v) Mortgagor shall, within ten (10) days after written demand from Mortgagee, use his best efforts to secure further obtain from the Obligations.mortgagee of the Prior Mortgage and deliver to

Prior Mortgage. The rights of Grantee hereunder are subject If Lender has consented and agreed that this Mortgage is to rights of the holders of Prior Mortgage. be second and subordinate to a prior recorded mortgage, Grantor expressly covenants and agrees to comply that Grantor shall not borrow any additional sum nor incur any additional indebtedness or other obligation secured by the prior mortgage, shall promptly pay the prior mortgage indebtedness in accordance with all the terms and provisions of the Prior Mortgage on note or obligation secured by the part prior mortgage, shall fully and promptly keep and perform all of grantor named therein to be complied with. Any uncured the terms, conditions, and covenants of the prior note, obligation, mortgage, and other agreements pertaining thereto, and any default in the performance of any term or provision contained in the Prior Mortgage (except by Grantor thereunder shall constitute a default by reason of the executionGrantor under this Mortgage. The Lender may, delivery and recordation of this Deed of Trust)at Lender's sole option but without obligation to do so, or cure any default by Grantor in the payment of the any indebtedness and obligations secured thereby (including, without limitation, payments due upon acceleration of the indebtedness and obligations secured by the Prior Mortgage by reason of the execution, delivery and recordation of this Deed of Trust), whether or not waived, shall constitute an immediate Event of Default under the terms hereof, and in such case Grantee may, but need not, make any payment or perform any act deemed necessary or desirable by Grantee, in its sole discretion, and may, but need not, make full or partial payment of principal or interest or other charge agreement secured by any Prior prior mortgage, as the Lender deems necessary to protect Lender's mortgage lien, assignments and security interests under this Mortgage, or purchaseand all moneys advanced by Lender and all costs incurred in effecting any such cure, dischargeincluding reasonable attorney fees, compromise or settle any Prior Mortgage, or redeem from any sale or forfeiture affecting the Mortgaged Premises. All sums advanced or expended in connection therewith shall be immediately due and payable by Grantor to Grantee, shall bear interest at the Default Rate from the date of payment until paid and shall be added to and become a part of the ObligationsLiabilities secured by this Mortgage. Grantor further covenants shall not be required to make monthly payments under this Mortgage for the payment of taxes, assessments, and insurance premiums if the prior mortgage requires such payment and the prior mortgagee maintains a reserve fund which, in the opinion of Lender, is adequate for the payment of all taxes, assessments and insurance premiums due and to become due upon the Property. Grantor hereby consents and agrees thatthat Lender may contact any prior mortgagee or other lienor at any time to obtain the payment status, to the extent the Grantee pays any installments of principal or interest or any other sums due or which are paid pursuant to the provisions unpaid balance, copies of any Prior Mortgage, Grantee shall become entitled documents and agreements pertaining to a lien on Grantor or the Mortgaged Premises hereunder equal in rank and priority to such Prior MortgageProperty, and in addition, to the extent necessary to make effective such rank and priority, (i) Grantee shall become subrogated to and receive and enjoy all the rights, liens, powers and privileges granted to the mortgagee under such Prior Mortgage, and (ii) such Prior Mortgage shall remain in existence for the benefit of and to secure further the Obligationsother information as Lender deems advisable.