Common use of Acceleration; Foreclosure Clause in Contracts

Acceleration; Foreclosure. (1) If an Event of Default has occurred and is continuing, the entire unpaid principal balance of the Advances Outstanding, any Accrued Interest, interest accruing at the Default Rate, the Prepayment Premium (if applicable), and all other Indebtedness, at the option of Lender, shall immediately become due and payable, without any prior written notice to Borrower, unless Applicable Law requires otherwise (and in such case, after any required written notice has been given). Lender may exercise this option to accelerate regardless of any prior forbearance. In addition, Lender shall have all rights and remedies afforded to Lender hereunder and under the other Loan Documents, including, foreclosure on and/or the power of sale of any or all of the Mortgaged Properties, as provided in the Security Instrument, and any rights and remedies available to Lender at law or in equity (subject to Borrower’s statutory rights of reinstatement, if any). Any proceeds of a Foreclosure Event may be held and applied by Lender as additional collateral for the Indebtedness pursuant to this Master Agreement. Notwithstanding the foregoing, the occurrence of any Bankruptcy Event of Borrower shall automatically accelerate the Indebtedness, which Indebtedness shall be immediately due and payable without written notice or further action by Lender. (2) Lender may Accelerate any Note without the obligation, but the right to accelerate any other Note (if more than one). In the exercise of its rights and remedies under the Loan Documents, Lender may, except as provided in this Master Agreement, exercise and perfect any and all of its rights in and under the Loan Documents with regard to any Mortgaged Property without the obligation (but with the right) to exercise and perfect its rights and remedies with respect to any other Mortgaged Property. Any such exercise shall be without regard to the Allocable Facility Amount assigned to such Mortgaged Property. Lender may recover an amount equal to the full amount Outstanding in respect of any of the Notes in connection with such exercise. Any such amount shall be applied to the Obligations as determined by Lender.

Acceleration; Foreclosure. (1) If an Upon the occurrence of any Event of Default has occurred and is continuingduring the continuance thereof, the entire unpaid principal balance Mortgagee may, at its option, exercise one or more of the Advances Outstandingfollowing rights and remedies (and any other rights and remedies available to it): (a) Mortgagee may, any Accrued Interestby written notice to Mortgagor, interest accruing at the Default Rate, the Prepayment Premium (if applicable)declare immediately due and payable all unmatured Indebtedness secured by this Mortgage, and all other Indebtedness, at the option of Lender, same shall thereupon be immediately become due and payable, without further notice or demand; and (b) Without limiting in any prior written notice to Borrowerway the rights of the Mortgagee under paragraph 14 hereof, unless Applicable Law requires otherwise (Mortgagee shall have and in such case, after any required written notice has been given). Lender may exercise this option with respect to accelerate regardless of any prior forbearance. In addition, Lender shall have all rights personal property and remedies afforded to Lender hereunder and under the other Loan Documents, including, foreclosure on and/or the power of sale of any or all fixtures which are part of the Mortgaged Properties, as provided in all the Security Instrument, and any rights and remedies available accorded upon default to Lender a secured party under the Uniform Commercial Code, as in effect in the state in which the Mortgaged Properties in question are located. If notice to Mortgagor of intended disposition of such property is required by law in a particular instance, such notice shall be deemed commercially reasonable if given to Mortgagor (in the manner specified in paragraph 20) at law least 10 calendar days prior to the date of intended disposition; (c) Mortgagee may, prior or in equity (subject subsequent to Borrower’s statutory rights of reinstatement, if any). Any proceeds of a Foreclosure Event may be held and applied by Lender as additional collateral for the Indebtedness pursuant to this Master Agreement. Notwithstanding the foregoing, the occurrence institution of any Bankruptcy Event foreclosure proceedings, enter upon the Mortgaged Properties, or any part thereof, and exercise without interference from Mortgagor any and all rights which Mortgagor has with respect to the management, possession and operation of Borrower the Mortgaged Properties. All costs, expenses and liabilities of every character incurred by Mortgagee in managing, operating and maintaining such properties shall automatically accelerate become additional Indebtedness of Mortgagor secured by the IndebtednessMortgage. Unless Mortgagor and Mortgagee agree in writing to other terms of repayment, which Indebtedness such amounts shall be immediately due and payable without written notice and shall bear interest from date of expenditure until paid at the same annual rate stated in the Credit Agreement, including the rate payable on occurrence of or further Event Default (unless collection of interest from Mortgagor at such rate would be contrary to applicable law in which event such amount shall bear interest at the highest rate which may be collected from Mortgagor under applicable law); and (d) Mortgagee may (and is hereby authorized and empowered to) foreclose this Mortgage by action or by Lenderadvertisement under the power of sale, pursuant to the laws of the State of Wyoming, in such case made and provided, power being expressly granted to sell the Mortgaged Properties at public auction and convey the same to the purchaser in fee simple and, out of the proceeds arising from such sale, to pay all Indebtedness secured hereby with interest, and all legal costs and charges of such foreclosure and reasonable attorneys' fees (to the extent permitted by law), which costs, charges and fees the Mortgagor agrees to pay. Mortgagee shall be entitled to bid at any sale and the Mortgagee shall have the right to credit upon the amount of the bid made therefore, to the extent necessary to satisfy such bid, the Indebtedness secured hereby owing to the Mortgagee. In connection with any such foreclosure, the Mortgagor waives all rights of appraisal. (2e) Lender Mortgagee may Accelerate request, and Mortgagor agrees that Mortgagee shall as a matter of right be entitled to, the appointment of a receiver or receivers for all or any Note without part of the obligationMortgaged Properties, but whether such receivership be incident to a proposed sale of the right to accelerate any other Note (if more than one). In the exercise of its rights Mortgaged Properties or otherwise, and remedies under the Loan Documents, Lender may, except as provided in this Master Agreement, exercise and perfect any and all of its rights in and under the Loan Documents with regard to any Mortgaged Property without the obligation (but with the right) to exercise and perfect its rights and remedies with respect to any other Mortgaged Property. Any such exercise shall be without regard Mortgagor does hereby consent to the Allocable Facility Amount assigned appointment of such receiver or receivers and agrees not to such Mortgaged Property. Lender may recover an amount equal to oppose any application therefor by the full amount Outstanding in respect Mortgagee; provided, however, that the appointment of any receiver, trustee or other appointee by virtue of any court order, statute or regulation shall not impair or in any manner prejudice the Notes in connection with such exercise. Any such amount shall be applied rights of Mortgagee to the Obligations receive payment of Proceeds of Runs as determined by Lenderherein provided.

Acceleration; Foreclosure. (1) If an Event of Default has occurred and is continuing, the entire unpaid principal balance of the Advances OutstandingMortgage Loan, any Accrued Interest, interest accruing at the Default Rate, the Prepayment Premium (if applicable), and all other Indebtedness, at the option of Lender, shall immediately become due and payable, without any prior written notice to Borrower, unless Applicable Law applicable law requires otherwise (and in such case, after any required written notice has been given). Lender may exercise this option to accelerate regardless of any prior forbearance. In addition, Lender ▇▇▇▇▇▇ shall have all rights and remedies afforded to Lender hereunder and under the other Loan Documents, including, termination of the Seniors Housing Facility Lease and removal of Master Lessee (after an Event of Default for an Affiliated Master Lessee (subject to Section 14.02(d)), and after a Master Lessee Default under the Operating Lease SNDA for an Unaffiliated Master Lessee (subject to the terms of the Operating Lease SNDA), foreclosure on and/or the power of sale of any or all of the Mortgaged PropertiesProperty, as provided in the Security Instrument, and any rights and remedies available to Lender at law or in equity (subject to Borrower’s statutory rights of reinstatement, if any)). Any proceeds of a Foreclosure Event may be held and applied by Lender ▇▇▇▇▇▇ as additional collateral for the Indebtedness pursuant to this Master Loan Agreement. Notwithstanding the foregoing, the occurrence of any Bankruptcy Event of Borrower shall automatically accelerate the Indebtedness, which Mortgage Loan and all obligations and Indebtedness shall be immediately due and payable without written notice or further action by Lender▇▇▇▇▇▇. (2) Lender may Accelerate any Note without the obligation, but the right to accelerate any other Note (if more than one). In the exercise of its rights and remedies under the Loan Documents, Lender may, except as provided in this Master Agreement, exercise and perfect any and all of its rights in and under the Loan Documents with regard to any Mortgaged Property without the obligation (but with the right) to exercise and perfect its rights and remedies with respect to any other Mortgaged Property. Any such exercise shall be without regard to the Allocable Facility Amount assigned to such Mortgaged Property. Lender may recover an amount equal to the full amount Outstanding in respect of any of the Notes in connection with such exercise. Any such amount shall be applied to the Obligations as determined by Lender.

Acceleration; Foreclosure. Upon the occurrence of any Event of Default, the Mortgagee may, at its option, exercise one or more of the following rights and remedies (1and any other rights and remedies available to it): (a) If Mortgagee shall, for an Event of Default has occurred under Section 4.01(a) and is continuingfor any other Event of Default may, by written notice to the entire unpaid principal balance of the Advances OutstandingMortgagor, any Accrued Interest, interest accruing at the Default Rate, the Prepayment Premium (if applicable)declare immediately due and payable all indebtedness secured by this Mortgage, and all other Indebtedness, at the option of Lender, same shall thereupon be immediately become due and payable, without any prior written further notice to Borrower, unless Applicable Law requires otherwise or demand; (b) Mortgagee shall have and in such case, after any required written notice has been given). Lender may exercise this option with respect to accelerate regardless all personal property and fixtures which are part of any prior forbearance. In additionthe Mortgaged Property, Lender shall have all the rights and remedies afforded accorded upon default to Lender hereunder and a secured party under the other Loan DocumentsUniform Commercial Code, includingas in effect in the State of Minnesota and if notice to the Mortgagor of intended disposition of such property is required by law in a particular instance, foreclosure such notice shall be deemed commercially reasonable if given to Mortgagor (in the manner specified in Section 5.02) at least ten (10) calendar days prior to the date of intended disposition and Mortgagor shall pay on and/or demand all costs and expenses incurred by Mortgagee in exercising such rights and remedies, including without limitation, reasonable attorneys’ fees and legal expenses; and (c) Mortgagee may (and is hereby authorized and empowered to) foreclose this Mortgage by action or advertisement, pursuant to the power of sale of any or all statutes of the State of Minnesota is such case made and provided, power being expressly granted to sell the Mortgaged PropertiesProperty at public auction and convey the same to the purchaser in fee simple and, as provided in out of the Security Instrumentproceeds arising from such sale, to pay all indebtedness secured hereby with interest, and any rights all legal costs and remedies available to Lender at law or in equity (subject to Borrower’s statutory rights charges of reinstatement, if any). Any proceeds of a Foreclosure Event may be held such foreclosure and applied the maximum attorneys’ fees permitted by Lender as additional collateral for the Indebtedness pursuant to this Master Agreement. Notwithstanding the foregoing, the occurrence of any Bankruptcy Event of Borrower shall automatically accelerate the Indebtednesslaw, which Indebtedness shall be immediately due costs, charges, and payable without written notice or further action by Lenderfees the Mortgagor agrees to pay. ▇▇▇▇▇▇▇▇▇ HEREBY: EXPRESSLY CONSENTS TO THE FORECLOSURE AND SALE OF THE MORTGAGED PROPERTY BY ACTION PURSUANT TO MINNESOTA STATUTES CHAPTER 581 OR, AT THE OPTION OF MORTGAGEE, BY ADVERTISEMENT PURSUANT TO MINNESOTA STATUTES CHAPTER 580, WHICH PROVIDES FOR SALE AFTER SERVICE OF NOTICE THEREOF UPON THE OCCUPANT OF THE MORTGAGED PROPERTY AND PUBLICATIONS OF SAID NOTICE FOR SIX WEEKS IN THE COUNTY IN MINNESOTA WHERE THE MORTGAGED PROPERTY IS SITUATED AND ACKNOWLEDGES THAT SERVICE NEED NOT BE MADE UPON MORTGAGOR PERSONALLY UNLESS MORTGAGOR IS AN OCCUPANT AND THAT NO HEARING OF ANY TYPE IS REQUIRED IN CONNECTION WITH THE SALE AND EXCEPT AS MAY BE PROVIDED IN SAID STATUTES, EXPRESSLY WAIVES ANY AND ALL RIGHT TO PRIOR NOTICE OF SALE OF THE MORTGAGED PROPERTY AND ANY AND ALL RIGHTS TO A PRIOR HEARING OF ANY TYPE IN CONNECTION WITH THE SALE OF THE MORTGAGED PROPERTY. ▇▇▇▇▇▇▇▇▇ ACKNOWLEDGES THAT IT IS REPRESENTED BY LEGAL COUNSEL; THAT BEFORE SIGNING THIS MORTGAGE THIS SECTION AND ▇▇▇▇▇▇▇▇▇’S CONSTITUTIONAL RIGHTS WERE FULLY EXPLAINED BY SUCH COUNSEL; AND THAT MORTGAGOR UNDERSTANDS THE NATURE AND EXTENT OF THE RIGHTS WAIVED HEREBY AND THE EFFECT OF SUCH ▇▇▇▇▇▇. (2) Lender may Accelerate any Note without the obligation, but the right to accelerate any other Note (if more than one). In the exercise of its rights and remedies under the Loan Documents, Lender may, except as provided in this Master Agreement, exercise and perfect any and all of its rights in and under the Loan Documents with regard to any Mortgaged Property without the obligation (but with the right) to exercise and perfect its rights and remedies with respect to any other Mortgaged Property. Any such exercise shall be without regard to the Allocable Facility Amount assigned to such Mortgaged Property. Lender may recover an amount equal to the full amount Outstanding in respect of any of the Notes in connection with such exercise. Any such amount shall be applied to the Obligations as determined by Lender.

Acceleration; Foreclosure. (1) If an On the occurrence of any Event of Default has occurred and or at any time thereafter until such Event of Default is continuingcured to the written satisfaction of the Mortgagee, the entire unpaid principal balance Mortgagee may, at its option, exercise one or more of the Advances Outstandingfollowing rights and remedies (and any other rights and remedies available to it): (a) Mortgagee may, any Accrued Interestby written notice to the Mortgagor, declare immediately due and payable all principal of and interest accruing at on the Default Rate, the Prepayment Premium (if applicable), Note and all other Indebtednessunmatured Indebtedness secured by this Mortgage, at and the option of Lender, same shall thereupon be immediately become due and payable, without any prior written further notice to Borrower, unless Applicable Law requires otherwise or demand. (b) Mortgagee shall have and in such case, after any required written notice has been given). Lender may exercise this option with respect to accelerate regardless all personal property and fixtures which are part of any prior forbearance. In addition, Lender shall have the Mortgaged Property all the rights and remedies afforded accorded upon default to Lender hereunder and a secured party under the other Loan Documents, including, foreclosure on and/or the power of sale of any or all of the Mortgaged PropertiesUniform Commercial Code, as provided in effect in the Security InstrumentState of Minnesota. If notice to the Mortgagor of intended disposition of such property is required by law in particular instance, such notice shall be deemed commercially reasonable if given to Mortgagor (in the manner specified in paragraph 21 at least ten calendar days prior to the date of intended disposition. Mortgagor shall pay on demand all costs and any expenses incurred by Mortgagee in exercising such rights and remedies available to Lender at law or in equity (subject to Borrower’s statutory rights of reinstatementremedies, if any). Any proceeds of a Foreclosure Event may be held including without limitation, attorneys' fees and applied by Lender as additional collateral for the Indebtedness pursuant to this Master Agreement. Notwithstanding the foregoing, the occurrence of any Bankruptcy Event of Borrower shall automatically accelerate the Indebtedness, which Indebtedness shall be immediately due and payable without written notice or further action by Lenderlegal expenses. (2c) Lender Mortgagee may Accelerate any Note without (and is hereby authorized and empowered to) foreclose this Mortgage by action or advertisement, pursuant to the obligationstatutes of the State of Minnesota in such case made and provided, but power being expressly granted to sell the right Mortgaged Property at public auction and convey the same to accelerate any other Note (if more than one). In the exercise purchaser in fee simple and, out of its rights and remedies under the Loan Documentsproceeds arising from such sale, Lender mayto pay all Indebtedness secured hereby with interest, except as provided in this Master Agreement, exercise and perfect any and all legal costs and charges of its rights in such foreclosure and under the Loan Documents with regard maximum attorneys' fees permitted by law, which costs, charges and fees the Mortgagor agrees to any Mortgaged Property without the obligation (but with the right) to exercise and perfect its rights and remedies with respect to any other Mortgaged Property. Any such exercise shall be without regard to the Allocable Facility Amount assigned to such Mortgaged Property. Lender may recover an amount equal to the full amount Outstanding in respect of any of the Notes in connection with such exercise. Any such amount shall be applied to the Obligations as determined by Lenderpay.

Acceleration; Foreclosure. (1) If an Upon the occurrence of any Event of Default has occurred and is continuingduring the continuance thereof, the entire unpaid principal balance Mortgagee may, at its option, exercise one or more of the Advances Outstandingfollowing rights and remedies (and any other rights and remedies available to it): (a) Mortgagee may, any Accrued Interestby written notice to Mortgagor, interest accruing at the Default Rate, the Prepayment Premium (if applicable)declare immediately due and payable all unmatured Indebtedness secured by this Mortgage, and all other Indebtedness, at the option of Lender, same shall thereupon be immediately become due and payable, without further notice or demand; and (b) Without limiting in any prior written notice to Borrowerway the rights of the Mortgagee under paragraph 14 hereof, unless Applicable Law requires otherwise (Mortgagee shall have and in such case, after any required written notice has been given). Lender may exercise this option with respect to accelerate regardless of any prior forbearance. In addition, Lender shall have all rights personal property and remedies afforded to Lender hereunder and under the other Loan Documents, including, foreclosure on and/or the power of sale of any or all fixtures which are part of the Mortgaged Properties, as provided in all the Security Instrument, and any rights and remedies available accorded upon default to Lender a secured party under the Uniform Commercial Code, as in effect in the state in which the Mortgaged Properties in question are located. If notice to Mortgagor of intended disposition of such property is required by law in a particular instance, such notice shall be deemed commercially reasonable if given to Mortgagor (in the manner specified in paragraph 20) at law least 10 calendar days prior to the date of intended disposition; (c) Mortgagee may, prior or in equity (subject subsequent to Borrower’s statutory rights of reinstatement, if any). Any proceeds of a Foreclosure Event may be held and applied by Lender as additional collateral for the Indebtedness pursuant to this Master Agreement. Notwithstanding the foregoing, the occurrence institution of any Bankruptcy Event foreclosure proceedings, enter upon the Mortgaged Properties, or any part thereof, and exercise without interference from Mortgagor any and all rights which Mortgagor has with respect to the management, possession and operation of Borrower the Mortgaged Properties. All costs, expenses and liabilities of every character incurred by Mortgagee in managing, operating and maintaining such properties shall automatically accelerate become additional Indebtedness of Mortgagor secured by the IndebtednessMortgage. Unless Mortgagor and Mortgagee agree in writing to other terms of repayment, which Indebtedness such amounts shall be immediately due and payable without written notice and shall bear interest from date of expenditure until paid at the same annual rate stated in the Credit Agreement, including the rate payable on occurrence of or further Event Default (unless collection of interest from Mortgagor at such rate would be contrary to applicable law in which event such amount shall bear interest at the highest rate which may be collected from Mortgagor under applicable law); and (d) Mortgagee may (and is hereby authorized and empowered to) foreclose this Mortgage by action or by Lenderadvertisement under the power of sale, pursuant to the laws of the respective states in which the Mortgaged Properties are located, in such case made and provided, power being expressly granted to sell the Mortgaged Properties at public auction and convey the same to the purchaser in fee simple and, out of the proceeds arising from such sale, to pay all Indebtedness secured hereby with interest, and all legal costs and charges of such foreclosure and reasonable attorneys' fees (to the extent permitted by law), which costs, charges and fees the Mortgagor agrees to pay. Mortgagee shall be entitled to bid at any sale and the Mortgagee shall have the right to credit upon the amount of the bid made therefore, to the extent necessary to satisfy such bid, the Indebtedness secured hereby owing to the Mortgagee. In connection with any such foreclosure, the Mortgagor waives all rights of appraisal. (2e) Lender Mortgagee may Accelerate request, and Mortgagor agrees that Mortgagee shall as a matter of right be entitled to, the appointment of a receiver or receivers for all or any Note without part of the obligationMortgaged Properties, but whether such receivership be incident to a proposed sale of the right to accelerate any other Note (if more than one). In the exercise of its rights Mortgaged Properties or otherwise, and remedies under the Loan Documents, Lender may, except as provided in this Master Agreement, exercise and perfect any and all of its rights in and under the Loan Documents with regard to any Mortgaged Property without the obligation (but with the right) to exercise and perfect its rights and remedies with respect to any other Mortgaged Property. Any such exercise shall be without regard Mortgagor does hereby consent to the Allocable Facility Amount assigned appointment of such receiver or receivers and agrees not to such Mortgaged Property. Lender may recover an amount equal to oppose any application therefor by the full amount Outstanding in respect Mortgagee; provided, however, that the appointment of any receiver, trustee or other appointee by virtue of any court order, statute or regulation shall not impair or in any manner prejudice the Notes in connection with such exercise. Any such amount shall be applied rights of Mortgagee to the Obligations receive payment of Proceeds of Runs as determined by Lenderherein provided.

Acceleration; Foreclosure. (1) If an Event of Default has occurred and is continuing, the entire unpaid principal balance of the Advances Outstanding, any Accrued Interest, interest accruing at the Default Rate, the Prepayment Premium (if applicable), and all other Indebtedness, at the option of Lender, shall immediately become due and payable, without any prior written notice to Borrower, unless Applicable Law requires otherwise (and in such case, after any required written notice has been given). Lender may exercise this option to accelerate regardless of any prior forbearance. In addition, Lender shall have all rights and remedies afforded to Lender hereunder and under the other Loan Documents, including, foreclosure on and/or the power of sale of any or all of the Mortgaged Properties, as provided in the Security Instrument, and any rights and remedies available to Lender at law or in equity (subject to Borrower’s statutory rights of reinstatement, if any). Any proceeds of a Foreclosure Event may be held and applied by Lender as additional collateral for the Indebtedness pursuant to this Master Agreement. Notwithstanding the foregoing, Upon the occurrence of any Bankruptcy Event of Borrower shall automatically accelerate Default, the Mortgagee may, at its option, exercise one or more of the following rights and remedies (and any other rights and remedies which are available to the Mortgagee under applicable law or other collateral documents): A. The Mortgagee may declare immediately due and payable all unpaid principal of and accrued interest on any Indebtedness, which Indebtedness together with all other sums due hereunder, and the same shall thereupon be immediately due and payable without written presentment or other demand, protest, notice of dishonor or further action by Lenderany other notice of any kind, all of which are hereby expressly waived. (2) Lender B. The Mortgagee may Accelerate exercise any Note without the obligation, but the right to accelerate any other Note (if more than one). In the exercise or all of its rights and remedies under the Note, the Loan DocumentsAgreement or any documents executed in connection with the Note. C. The Mortgagee may (and is hereby authorized and empowered to) pursuant to law of the State of Minnesota in such case made and provided, Lender maysuch power being expressly granted to sell the Mortgaged Property at public auction and convey the same to the purchaser in fee simple and out of the proceeds arising from such sale to pay all Indebtedness with interest, except as and all legal costs and charges of such foreclosure and reasonable attorneys’ fees permitted by law, which costs, charges and fees the Mortgagor agrees to pay. D. Mortgagee may obtain a judgment for any deficiency against M▇▇▇▇▇▇▇▇ remaining in the indebtedness due to Mortgagee after application of all amounts received from the exercise of the rights provided in this Master AgreementSection if Lender forecloses the Mortgage by action. E. Mortgagee shall have and may exercise with respect to the Personal Property, exercise and perfect any and all of its rights in and under the Loan Documents with regard to any Mortgaged Property without the obligation (but with the right) to exercise and perfect its rights and remedies with respect accorded upon default to a secured party under the Minnesota Uniform Commercial Code. If notice to Mortgagor of intended disposition of such property is required by law in a particular instance, such notice shall be deemed commercially reasonable if given to Mortgagor at least ten (10) days prior to the date of intended disposition. F. The Mortgagee shall be entitled without any showing of waste of the Mortgaged Property, inadequacy of the Mortgaged Property as security, or insolvency of the Mortgagor upon an Event of Default, to the appointment of a receiver of the rents and profits of the Mortgaged Property, including those past due, pursuant to Minnesota Statutes, Section 576.25, Subsection 5, or any other provision of Minnesota Statutes in effect at such time. The Mortgagee or any receiver shall be entitled to receive and dispose of the profits and income of the Mortgaged Property and to sue for and recover any account or other item of profits and income from the Mortgagor or any account debtor or other third person. Subject to any other order of a court appointing a receiver and applicable provisions of Minnesota Statutes, the Mortgagee in its discretion may apply the profits and income: (i) to the expenses of operating the Mortgaged Property and conducting the business thereof, (ii) to the repairs, maintenance, renewals, replacements, alterations, additions, betterments and Improvements of the Mortgaged Property. Any such exercise shall be without regard , (iii) to the Allocable Facility Amount assigned to such Mortgaged Property. Lender payment of reserves that may recover an amount equal to be made or set up in the full amount Outstanding in respect of any of the Notes Mortgagee’s discretion for taxes, assessments, insurance and other proper charges upon or in connection with such exercise. Any such amount shall be applied the operation of the Mortgaged Property or any part thereof, (iv) to the Obligations as determined just and reasonable compensation of the Mortgagee for its own services and for the services of counsel, agents and employees by Lenderit properly engaged and employed, and (v) to the reimbursement of the Mortgagee for the Indebtedness. G. Mortgagee shall have all other rights and remedies provided in this Mortgagee or in the Note and Loan Agreement between Mortgagee and Mortgagor. M▇▇▇▇▇▇▇▇ EXPRESSLY CONSENTS AND AGREES THAT THE MORTGAGED PROPERTY MAY BE FORECLOSED BY ADVERTISEMENT AND THAT PERSONAL PROPERTY COVERED BY THIS MORTGAGE AND SECURITY AGREEMENT MAY BE DISPOSED OF PURSUANT TO THE UNIFORM COMMERCIAL CODE, ALL AS DESCRIBED HEREIN.

Acceleration; Foreclosure. (1) If an Event of Default has occurred and is continuing, the entire unpaid principal balance of the Advances Outstanding, any Accrued Interest, interest accruing at the Default Rate, the Prepayment Premium (if applicable), and all other Indebtedness, at the option of Lender, shall immediately become due and payable, without any prior written notice to Borrower, unless Applicable Law requires otherwise (and in such case, after any required written notice has been given). Lender may exercise this option to accelerate regardless of any prior forbearance. In addition, Lender shall have all rights and remedies afforded to Lender hereunder and under the other Loan Documents, including, foreclosure on and/or the power of sale of any or all of the Mortgaged Properties, as provided in the Security Instrument, and any rights and remedies available to Lender at law or in equity (subject to Borrower’s statutory rights of reinstatement, if any). Any proceeds of a Foreclosure Event may be held and applied by Lender as additional collateral for the Indebtedness pursuant to this Master Agreement. Notwithstanding the foregoing, Upon the occurrence of any Bankruptcy Event of Borrower shall automatically accelerate Default, the Mortgagee may, at its option, exercise one or more of the following rights and remedies (and any other rights and remedies which are available to the Mortgagee under applicable law or other collateral documents): A. The Mortgagee may declare immediately due and payable all unpaid principal of and accrued interest on any Indebtedness, which Indebtedness together with all other sums due hereunder, and the same shall thereupon be immediately due and payable without written presentment or other demand, protest, notice of dishonor or further action by Lenderany other notice of any kind, all of which are hereby expressly waived. (2) Lender B. The Mortgagee may Accelerate exercise any Note without the obligation, but the right to accelerate any other Note (if more than one). In the exercise or all of its rights and remedies under the Note, the Loan DocumentsAgreement or any documents executed in connection with the Note. C. The Mortgagee may (and is hereby authorized and empowered to) pursuant to law of the State of Minnesota in such case made and provided, Lender maysuch power being expressly granted to sell the Mortgaged Property at public auction and convey the same to the purchaser in fee simple and out of the proceeds arising from such sale to pay all Indebtedness with interest, except as and all legal costs and charges of such foreclosure and reasonable attorneys’ fees permitted by law, which costs, charges and fees the Mortgagor agrees to pay. D. Mortgagee may obtain a judgment for any deficiency against Mortgagor remaining in the indebtedness due to Mortgagee after application of all amounts received from the exercise of the rights provided in this Master AgreementSection if Lender forecloses the Mortgage by action. E. Mortgagee shall have and may exercise with respect to the Personal Property, exercise and perfect any and all of its rights in and under the Loan Documents with regard to any Mortgaged Property without the obligation (but with the right) to exercise and perfect its rights and remedies with respect accorded upon default to a secured party under the Minnesota Uniform Commercial Code. If notice to Mortgagor of intended disposition of such property is required by law in a particular instance, such notice shall be deemed commercially reasonable if given to Mortgagor at least ten (10) days prior to the date of intended disposition. F. The Mortgagee shall be entitled without any showing of waste of the Mortgaged Property, inadequacy of the Mortgaged Property as security, or insolvency of the Mortgagor upon an Event of Default, to the appointment of a receiver of the rents and profits of the Mortgaged Property, including those past due, pursuant to Minnesota Statutes, Section 576.25, Subsection 5, or any other provision of Minnesota Statutes in effect at such time. The Mortgagee or any receiver shall be entitled to receive and dispose of the profits and income of the Mortgaged Property and to ▇▇▇ for and recover any account or other item of profits and income from the Mortgagor or any account debtor or other third person. Subject to any other order of a court appointing a receiver and applicable provisions of Minnesota Statutes, the Mortgagee in its discretion may apply the profits and income: (i) to the expenses of operating the Mortgaged Property and conducting the business thereof, (ii) to the repairs, maintenance, renewals, replacements, alterations, additions, betterments and Improvements of the Mortgaged Property. Any such exercise shall be without regard , (iii) to the Allocable Facility Amount assigned to such Mortgaged Property. Lender payment of reserves that may recover an amount equal to be made or set up in the full amount Outstanding in respect of any of the Notes Mortgagee’s discretion for taxes, assessments, insurance and other proper charges upon or in connection with such exercise. Any such amount shall be applied the operation of the Mortgaged Property or any part thereof, (iv) to the Obligations as determined just and reasonable compensation of the Mortgagee for its own services and for the services of counsel, agents and employees by Lenderit properly engaged and employed, and (v) to the reimbursement of the Mortgagee for the Indebtedness. G. Mortgagee shall have all other rights and remedies provided in this Mortgagee or in the Note and Loan Agreement between Mortgagee and Mortgagor. MORTGAGOR EXPRESSLY CONSENTS AND AGREES THAT THE MORTGAGED PROPERTY MAY BE FORECLOSED BY ADVERTISEMENT AND THAT PERSONAL PROPERTY COVERED BY THIS MORTGAGE AND SECURITY AGREEMENT MAY BE DISPOSED OF PURSUANT TO THE UNIFORM COMMERCIAL CODE, ALL AS DESCRIBED HEREIN.

Acceleration; Foreclosure. (1) If an Whenever any Event of Default has shall have occurred and is continuingbe subsisting, the entire unpaid principal balance Mortgagee may, at its option, exercise one or more of the Advances Outstandingfollowing rights and remedies (and/or any other rights and remedies available to it): (a) Mortgagee may, any Accrued Interestby written notice to the Mortgagor, interest accruing at the Default Rate, the Prepayment Premium (if applicable)declare immediately due and payable all Indebtedness secured by this Mortgage, and all other Indebtedness, at the option of Lender, same shall thereupon be immediately become due and payable, without any prior written further notice to Borrower, unless Applicable Law requires otherwise or demand. (b) Mortgagee shall have and in such case, after any required written notice has been given). Lender may exercise this option with respect to accelerate regardless all personal property and fixtures which are part of any prior forbearance. In additionthe Mortgaged Property and with respect to the Revenues and Income, Lender shall have all the rights and remedies afforded accorded upon default to Lender hereunder and a secured party under the other Loan DocumentsUniform Commercial Code, as in effect in the State of Minnesota. If notice to the Mortgagor of intended disposition of such property is required by law in a particular instance, such notice shall be deemed commercially reasonable if given to Mortgagor (in the manner specified in paragraph 21) at least 10 calendar days prior to the date of intended disposition. Mortgagor shall pay on demand all costs and expenses incurred by Mortgagee in exercising such rights and remedies, including without limitation, reasonable attorneys' fees and legal expenses. (c) Mortgagee may (and is hereby authorized and empowered to) foreclose this Mortgage by action or advertisement, pursuant to chapters 580 through 582 of the statutes of the State of Minnesota in such case made and provided, power being expressly granted to sell the Mortgaged Property (including, without limitation, and at the option of the Mortgagee, any goods constituting a part thereof) at public auction and convey the same to the purchaser in fee simple and out of the proceeds arising from such sale, to pay all or any part of the Indebtedness secured hereby with interest, and all legal costs and charges of such foreclosure on and/or and the power maximum attorneys' fees permitted by law, which costs, charges and fees the Mortgagor agrees to pay. (d) The Mortgagor shall be entitled, without notice and without any showing of sale of any or all waste of the Mortgaged PropertiesProperty, inadequacy of the Mortgaged Property as provided in the Security Instrument, and any rights and remedies available to Lender at law or in equity (subject to Borrower’s statutory rights of reinstatement, if any). Any proceeds of a Foreclosure Event may be held and applied by Lender as additional collateral security for the Indebtedness pursuant to this Master Agreement. Notwithstanding the foregoing, the occurrence of any Bankruptcy Event of Borrower shall automatically accelerate the Indebtedness, which Indebtedness shall be immediately due or insolvency of the Mortgagor, to the appointment of a receiver of the rents and payable without written notice or further action by Lenderprofits of the Mortgaged Property, including those past due. (2e) Lender Mortgagee may Accelerate any Note without pursue one or more of the obligationremedies provided for herein, but in the right to accelerate Note, or in any other Note (if more than one). In agreement now or hereafter entered into between the exercise of its rights Mortgagor and remedies under the Loan Documents, Lender may, except as provided in this Master Agreement, exercise and perfect any and all of its rights in and under the Loan Documents with regard to any Mortgaged Property without the obligation (but with the right) to exercise and perfect its rights and remedies with respect to any other Mortgaged Property. Any such exercise shall be without regard to the Allocable Facility Amount assigned to such Mortgaged Property. Lender may recover an amount equal to the full amount Outstanding in respect of any of the Notes Mortgagee in connection with such exercise. Any such amount shall be applied to the Obligations as determined by LenderNote.

Acceleration; Foreclosure. (1) If an Upon the occurrence of any Event of Default has occurred and is continuingat any time thereafter while such Event of Default exists, the entire unpaid principal balance Lender may, at its option, exercise one or more of the Advances Outstanding, following rights and remedies (and any Accrued Interest, interest accruing at the Default Rate, the Prepayment Premium other rights and remedies available to it): (if applicable)a) Lender may declare immediately due and payable all indebtedness secured by this Instrument, and all other Indebtedness, at the option of Lender, same shall thereupon be immediately become due and payable, without any prior written further notice to Borrower, unless Applicable Law requires otherwise or demand. (and in such case, after any required written notice has been given). Lender may exercise this option to accelerate regardless of any prior forbearance. In addition, b) Lender shall have and may exercise with respect to all fixtures which are part of the Property, all the rights and remedies afforded accorded upon default to Lender hereunder and a secured party under the other Loan Documents, including, foreclosure on and/or the power of sale of any or all of the Mortgaged PropertiesUniform Commercial Code, as provided in effect in the Security InstrumentState of Iowa. If notice to Borrower of intended disposition of such property is required by law in a particular instance, such notice shall be deemed commercially reasonable if given to Borrower at least ten (10) days prior to the date of intended disposition. Borrower shall pay on demand all costs and any expenses incurred by Lender in exercising such rights and remedies available to Lender at law or in equity (subject to Borrower’s statutory rights of reinstatementremedies, if any). Any proceeds of a Foreclosure Event may be held including without limitation, reasonable attorney's fees and applied by Lender as additional collateral for the Indebtedness pursuant to this Master Agreement. Notwithstanding the foregoing, the occurrence of any Bankruptcy Event of Borrower shall automatically accelerate the Indebtedness, which Indebtedness shall be immediately due and payable without written notice or further action by Lenderlegal expenses. (2c) Lender may Accelerate (and is hereby authorized and empowered to) foreclose this Instrument in accordance with the law of the State of Iowa, and in connection therewith: (i) At any Note without time after the obligationcommencement of an action in foreclosure, but or during the right period of redemption, the court having jurisdiction of the case shall at the request of Lender appoint a receiver to accelerate any other Note take immediate possession of the Property and of the rents and profits accruing therefrom, and to rent or cultivate the same as he may deem best for the interest of all parties concerned, and such receiver shall be liable to account to Borrower only for the net profits, after application of rents, issues and profits upon the costs and expenses of the receivership and foreclosure and upon the indebtedness. (if more than one). ii) In the exercise event of foreclosure of this Instrument and sale of the property by Sheriff's sale in said foreclosure proceeding, the period of redemption after such sale shall be reduced to six (6) months provided the Land comprises less than ten (10) acres and Lender waives in the foreclosure action any rights to a deficiency judgment against Borrower which might arise out of the foreclosure proceedings. (iii) The court in a decree of foreclosure may find affirmatively that Property has been abandoned by the owners and those persons personally liable under this Instrument at the time of such foreclosure. Should the court so find and if Lender shall waive any rights to a deficiency judgment against Borrower or its rights successors in interest in the foreclosure action, then the period of redemption after foreclosure shall be reduced to sixty (60) days. (iv) If any indebtedness or evidence thereof or this Instrument shall be placed in the hands of an attorney for collection, foreclosure, or other legal proceedings, Borrower will pay a reasonable attorney's fee for any service rendered by such attorney in connection therewith, and remedies under the Loan Documents, Lender may, except as provided will also pay all expenses incurred by such attorney in this Master Agreement, exercise and perfect procuring abstracts of title for purposes of any foreclosure proceeding and all of its rights in and under the Loan Documents with regard to any Mortgaged Property without the obligation (but with the right) to exercise and perfect its rights and remedies with respect to any other Mortgaged Property. Any expenses reasonably incurred by such exercise shall be without regard to the Allocable Facility Amount assigned to such Mortgaged Property. Lender may recover an amount equal to the full amount Outstanding in respect of any of the Notes attorney in connection with such exercise. Any foreclosure proceeding; and such amount attorney's fees and expenses shall be applied to considered part of the Obligations as determined by Lenderindebtedness secured hereby and collectible accordingly.