Richard Santulli and Virginia Santulli - Page 13

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               observe any other covenant, agreement or undertaking                   
               under this Agreement, or any covenant, agreement or                    
               undertaking under the Lease, or under any agreement                    
               contemplated by the second paragraph of Section 11                     
               hereof to which Borrower is a party, or under any other                
               agreement or document given to evidence or secure any                  
               of the Secured Obligations; (c) of the occurrence of an                
               Event of Default (as therein defined) under the Lease                  
               or of a default by Lessee of its obligations under the                 
               Acknowledgment and Consent to Assignment referred to in                
               Section 15 hereof; (d) that any representation or                      
               warranty, made by the Borrower in connection with this                 
               transaction, whether contained in the Lease, any                       
               related document, in this Agreement or any certificate                 
               or other related document delivered to MHLC in                         
               connection herewith, or in any of the agreements                       
               contemplated by the second paragraph of Section 11                     
               hereof, shall prove to be incorrect or untrue in any                   
               material respect; * * * then in any such event, MHLC                   
               may accelerate the full amount of the then outstanding                 
               Secured Obligations in which event such amounts will                   
               become immediately due and payable by the Borrower                     
               without presentment, demand, protest or other notice of                
               any kind, all of which are hereby expressly waived, and                
               MHLC may thereafter pursue all of the rights and                       
               remedies with respect to the Collateral accruing to                    
               MHLC hereunder or by operation of law as a secured                     
               creditor under the Uniform Commercial Code or other                    
               applicable law, and all such available rights and                      
               remedies, to the full extent permitted by the law,                     
               shall be cumulative and not exclusive.                                 
          *     *     *     *     *     *     *                                       
               16.  Borrower's Obligation.  MHLC and the Borrower                     
               agree that the Note and the obligations evidenced                      
               thereby are without recourse to the Borrower and the                   
               Borrower shall have no personal liability for the                      
               payment of the Secured Obligations.  Notwithstanding                   
               the foregoing, however, the Borrower expressly agrees                  
               that if at any time a Default described in either of                   
               subsections 14(b) or (d) hereof shall have occurred and                
               be continuing, then in such event, the Borrower will                   
               not be permitted to satisfy the payment of the Secured                 
               Obligations solely or exclusively from funds generated                 
               by MHLC's realization upon its liquidation of the                      
               Collateral, and, in such event, MHLC shall have                        
               unencumbered and unrestricted access to the Borrower                   





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Last modified: May 25, 2011