MORTGAGE DEFINITIONS
In the Mortgage, unless the context otherwise requires:

“Borrower” is defined as, the Mortgagor, or if the Mortgagor is giving the Mortgage to the
Mortgagee as a security for its Guarantee of the obligations of another person(s) named
as the “Borrower” in respect of any Loan and the related Loan Documents, such other
person(s) so named as the “Borrower” thereunder, and their respective heirs, executors,
administrators, representatives, successors, and permitted assigns;

“Business Day” is defined as a day Monday through Friday inclusive, other than a day that is a statutory holiday in the Governing Jurisdiction.

“Commitment Letter” is defined as, in respect of each Loan, the commitment letter between
the Mortgagee, Borrower, and any Guarantor relating to the Loan, as amended,
modified, replaced, and/or extended from time to time;

“Common Expenses” is defined as, in respect of a Condominium Unit, the common expenses,
levies, assessments, contributions, and other amounts payable by the owner of such
Condominium Unit to the related Condominium Corporation or any other person(s) from
time to time under the Condominium Act or the Condominium Documents;

“Condominium Act” is defined as, in respect of a Condominium Unit, the applicable
legislation and all related regulations of the Governing Jurisdiction governing the
creation and regulation of such Condominium Unit;

“Condominium Corporation” is defined as, in respect of a Condominium Unit, the
related condominium corporation or strata corporation, as applicable, created and/
or governed by the Condominium Act;

“Condominium Documents” is defined as, all documents and instruments creating or
governing the Condominium Unit and the related Condominium Corporation, including,
as applicable, the declaration, bylaws, and rules of the Condominium Corporation;

“Condominium Unit” is defined as a condominium unit or strata lot created under the
Condominium Act;

“Costs and Expenses” is defined as all fees, costs, charges, and expenses incurred by or
on behalf of the Mortgagee for, in connection with, or relating to:
a) preparing, processing, executing, and registering the Loan Documents in respect
of each Loan and making each advance of each Loan;
b) servicing, administering, collecting, enforcing, and realizing on or under each Loan
or the related Loan Documents, including any workout or modification of any Loan
or the related Loan Documents agreed to by the Mortgagee in its sole discretion;
c) inspecting, protecting, securing, completing, insuring, repairing, equipping, taking
and keeping possession of, managing, selling, or leasing the Property, including
curing any defaults under or renewing any leasehold interest under each Lease;
d) appointing a receiver, receiver and manager, trustee, liquidator, or other person(s)
with similar powers (pursuant to or in respect of the Mortgage, any Loan, the related
Loan Documents, applicable laws, or otherwise) and their fees and expenses
(including all legal fees and disbursements and all agents’ costs and expenses);
e) obtaining any environmental testing, site assessments, investigations, studies,
appraisals, and/or any other inspections, tests, or reports with respect to the Property;
f) complying with any notices, orders, judgments, directives, permits, licenses,
authorizations, or approvals with respect to the Property;
g) performing the obligations of the Mortgagor under the Mortgage or the Borrower
under or in respect of each Loan and the related Loan Documents, including
without limitation all fees, costs, charges, and expenses incurred in removing
any other mortgage, charge, lien, or other financial encumbrance from title to
the Property (whether or not it has priority over the Mortgage);
h) all legal fees and disbursements in connection with each Loan on a full indemnity
basis (or solicitor and its own client basis, as applicable); and
i) any other fees, costs, charges, or expenses payable to the Mortgagee under the
Mortgage or under or in respect of the Obligations, each Loan and the related Loan
Documents, or applicable laws, and including allowances for the time, service,
work, or effort of the Mortgagee in connection with any of the foregoing matters.

“Costs and Expenses” include interest at the Interest Rate on all such fees, costs,
charges, expenses, and other amounts from the date incurred until paid to the Mortgagee;

“Event of Default” is defined as, each event described in article 13.1, Events of Default;

“Guarantee” is defined as, in respect of a Loan or any other Obligations, each guarantee of
the payment and/or performance of all or any part of such Loan and the related Loan
Indebtedness or such Obligations, as applicable, given by a Guarantor in favour of the
Mortgagee, as amended, modified, and/or replaced from time to time;

“Guarantor” is defined as, in respect of a Loan or any other Obligations, the person(s)
guaranteeing the payment and/or performance to the Mortgagee of all or any part
of the Loan and the related Loan Indebtedness or such Obligations, as applicable;

“Governing Jurisdiction” is defined as the province in which these Standard Mortgage
Terms are filed;

“Hazardous Substances” is defined as urea formaldehyde foam insulation, asbestos,
and any other substances, products, materials, or goods that are hazardous or
dangerous or potentially hazardous or dangerous to human, animal, or plant health
or life or the environment;

“Interest Rate” is defined as the rate of interest set out in the Mortgage Form which rate of
interest shall be compounded monthly not in advance, both before and after maturity,
demand, default, and judgment;

“Land Act” is defined as collectively, the legislation and related regulations of the Governing
Jurisdiction that govern the form, registration, and priority of the Mortgage;

“Land Title Office” is defined as the applicable land title(s) or land registry office in the
Governing Jurisdiction where the Mortgage is registered;

“Lease”is the defined as, except in article 22, Assignment of Rents, with respect to any part of
the Property in which the Mortgagor has a leasehold interest, each lease creating the
leasehold interest (and any amendments, modifications, renewals, or replacements
of such lease and related agreements);

“Loan” is defined as each loan made by the Mortgagee to the Borrower from time to time
pursuant to a Loan Agreement;

“Loan Agreement”is defined as, in respect of each Loan, the loan agreement, line of credit
agreement, or other similar agreement between the Mortgagee, the Borrower, and
any Guarantor which governs the Loan, each as amended, modified, replaced, and/
or extended from time to time;

“Loan Documents” is defined as, collectively with respect to each Loan, all documents,
agreements, instruments, and security now or hereafter creating, evidencing, securing,
guaranteeing, and/or relating to such Loan and the related Loan Indebtedness, or
any part thereof, including any loan or mortgage application (and any documents
delivered to the Mortgagee pursuant to or in connection with such application), the
Loan Agreement, the Mortgage, the Commitment Letter, the Loan Priority Schedule
and, as applicable, any Guarantee, each as amended, modified, replaced, and/or
extended from time to time;

“Loan Indebtedness” is defined as, in respect of each Loan, all principal, interest, compound
interest, any Prepayment Charge or Full Prepayment Charge, all Costs and Expenses,
and all other amounts which are due and payable by the Mortgagor or any Borrower to
the Mortgagee or which may be added to such Loan Indebtedness from time to time
under the related Loan Documents or applicable laws;

“Loan Insurance Policy” is defined as, in respect of any Loan, a policy of insurance pursuant
to which the Mortgagee is insured against default by the Mortgagor;

“Loan Insurer” is defined as in respect of any Loan, the insurer under the Loan Insurance Policy;

“Loan Priority Schedule” is defined as the schedule executed by the Mortgagee, each
Borrower, and any Guarantor in respect of the Loans that establishes the priority of the
Loans and the related Loan Indebtedness secured by the Mortgage and the order in
which the Mortgagee will apply all payments (including prepayments) received from the
Mortgagor, each Borrower, or any Guarantor in respect of the Loans, and all insurance
proceeds and realization proceeds arising from or relating to the Property, as such
schedule is amended, modified, and/or replaced from time to time;

“Mortgage” is defined as the mortgage or charge of the Property in favour of the Mortgagee
which secures the Obligations and which includes, as applicable, the Mortgage
Form, these Standard Mortgage Terms, and all schedules thereto, each as amended,
modified, replaced, and/or extended from time to time. Where electronic registration
of the Mortgage is permitted by applicable laws, “Mortgage” also includes all such
documents prepared in electronic format and registered electronically, including any
documents and instruments authorizing such electronic registration. The delivery of the
Mortgage for registration by direct electronic transmission shall have the same effect
for all purposes as if the Mortgage was in written form, signed by the Mortgagor, and
delivered by the Mortgagee;

“Mortgage Form” is defined as, as applicable, the form of mortgage or charge prescribed
by applicable laws and which comprises part of the Mortgage. If the Mortgage is to be
registered electronically, “Mortgage Form” means such form prepared in electronic format;
“Mortgagee” is defined as the person(s) named as the “Mortgagee” or “Chargee” in the
Mortgage Form;
“Mortgagor” is defined as the person(s) named as the “Mortgagor” or “Chargor” in the
Mortgage Form;

“Obligations” is defined as, at any particular time, all debts, liabilities, and obligations,
present and future, absolute or contingent, matured or not, whether arising on a
current account or otherwise including every advance and readvance and the entire
unpaid balance thereof, at any time owing or remaining unpaid by the Mortgagor to
the Mortgagee, whether arising from any dealings between the Mortgagor and the
Mortgagee or from any other dealings or proceedings by which the Mortgagee may be
or become a creditor of the Mortgagor, wherever incurred or whether incurred by the
Mortgagor alone or with another or others and whether as principal or guarantor, and
all interest and compound interest accruing on such obligations, debts, and liabilities
from time to time. “Obligations” include, without limitation, each Loan and all related
Loan Indebtedness, all amounts that may be added to such Loan Indebtedness or to
the Obligations under the provisions of the Mortgage, any Loan or the related Loan
Documents, or applicable laws, all other obligations, covenants, debts, liabilities,
costs, and expenses at any time owing or remaining unpaid by the Mortgagor to the
Mortgagee under or in respect of each Loan and the related Loan Documents, all
Costs and Expenses and, as applicable, all obligations and liabilities of the Mortgagor
under the Mortgage and any Guarantee given by the Mortgagor to the Mortgagee;

“Permitted Mortgages” is defined as those mortgages or charges that are registered against
the title to the Property and which have been approved by the Mortgagee;

“Prepayment Charge” or “Full Prepayment Charge”, in respect of any Loan, have
the respective meanings set out in the related Loan Agreements;

“Prime Lending Rate” is the annual variable reference rate of interest that the
Mortgagee declares from time to time as its prime rate for Canadian dollar loans made
in Canada (or if more than 1 rate is so designated at any time, the highest of such
rates). The Prime Lending Rate can change at any time. The current Prime Lending
Rate is available from the Mortgagee's branch offices or from the Mortgagee's website;

“Property” is defined as the land described in the Mortgage Form, all buildings,
improvements, structures, and fixtures now or hereafter located on the land, and all
rights and benefits of any kind belonging to the land;

“Standard Mortgage Terms” is defined as this set of standard mortgage terms or standard
charge terms, as applicable;

“Tax Instalments” mean the amount the Mortgagor must pay to the Mortgagee so that
the Mortgagee can pay the Taxes when due. The Tax Instalments include:
a) a proportionate amount (e.g. 1/12th if payments are monthly, 1/26th if payments are
bi-weekly, etc.) of the estimated annual Taxes (estimated by the Mortgagee) shall
be paid by the Mortgagor to the Mortgagee on each periodic payment date, and
b) the amount by which the actual annual Taxes are greater than the estimated
annual Taxes, on demand by the Mortgagee, shall be paid by the Mortgagor to the
Mortgagee.

“Taxes” is all taxes, rates, levies, local improvement charges, and other
assessments charged on the Property by any government authority from time to time,
including all interest and penalties;

CONSENT – In connection with the processing, approving, funding, servicing, and
administering, or any sale, securitization, or financing of all or any part of the Obligations,
including any Loan or the related Loan Documents, or any interest therein, the Mortgagee
and any other person having or subsequently acquiring any interest in all or any part of
the Obligations, including any Loan or the related Loan Documents, from time to time
may release, disclose, exchange, share, transfer, and assign from time to time, as it
may determine in its sole discretion, all information and materials (including personal
information) provided to or obtained by or on behalf of the Mortgagee relating to the
Obligations, including any Loan or the related Loan Documents, the Mortgagor, any
Borrower or Guarantor, or the Property (both before and after any advance, readvance,
and/or default) without restriction and without notice to or the consent of the Mortgagor,
any Borrower or Guarantor, or any other person to:
a) any person having or proposing to acquire any interest in all or any part of the
Obligations, including any Loan or the related Loan Documents, from time to time
(including their respective advisors, agents, lawyers, accountants, consultants,
appraisers, credit verification sources, and servicers),
b) any governmental authority having jurisdiction over the Mortgagee or any of its
activities, and
c) any other person in connection with any collection or enforcement proceedings
taken under or in respect of all or any part of the Obligations, including any Loan
or the related Loan Documents from time to time.
The Mortgagor irrevocably consents to the collection, obtaining, release, disclosure,
exchange, sharing, transfer, and assignment of all such information and materials.

COPIES OF DOCUMENTS AND RECEIPTS – Upon request, the Mortgagor will give
the Mortgagee documents to verify credit, employment, residence, and other information
with respect to the Mortgagor and any Borrower and Guarantor in connection with the
processing, approving, funding, servicing, and administering of all or any part of the
Obligations, including any Loan or the related Loan Documents, or any interest therein.

MORTGAGE OF PROPERTY – As security for the payment and performance to the
Mortgagee of all of the Obligations on demand, in lawful money of Canada, together
with interest thereon at the Interest Rate, both before and after default, the Mortgagor
hereby mortgages and charges the Property to and in favour of the Mortgagee.

LEASEHOLD INTEREST – If any part of the Property is a leasehold interest, the
Mortgagor hereby mortgages, charges, and subleases its leasehold interest in the
Property to and in favour of the Mortgagee for and during the unexpired residue of
the term of each Lease, except the last day of the term (which includes any renewal
term) thereof, and all other leasehold estate, interest, term, and rights of renewal of the
Mortgagor in respect of its leasehold interest in the Property and under each Lease,
as security for the payment and performance to the Mortgagee of all of the Obligations
on demand, in lawful money of Canada, together with interest thereon at the Interest
Rate, both before and after default.

ACQUIRING GREATER INTEREST – If the Mortgagor acquires any greater or
additional interest in the Property, the Mortgagor by the Mortgage hereby mortgages
and charges that greater or additional interest to the Mortgagee without the Mortgagor
or the Mortgagee having to do anything further.

CONTINUING SECURITY – The Mortgage shall operate until the later of:
a) the date that all Obligations have been fully paid and performed to and in favour
of the Mortgagee in the manner contemplated by the Mortgage and each of the
Loans and the related Loan Documents,
b) the date that the Mortgagee has no further obligations to advance or re-advance
any amounts under or on account of the Obligations, including any Loan, and
c) the date that the Mortgagee discharges the Mortgage from all of the Property.
The Mortgage shall not cease to operate although the Mortgagor may not be indebted
to the Mortgagee at any particular time and notwithstanding fulfillment from time to time
in whole or in part of any of the Obligations and notwithstanding any change in the
nature or form of the Obligations but shall cease only upon delivery by the Mortgagee
of a written discharge. Without limiting any other provision hereof, if the Mortgage
secures, inter alia, a current or running account, any portion of the Obligations may
be advanced or readvanced by the Mortgagee in 1 or more sums at any future date
or dates and the amount of such advances and readvances when so made will be
secured by the Mortgage. The Mortgage will be security for the ultimate balance owing
to the Mortgagee arising from any such current and running accounts represented by
advances and readvances of the Obligations or any part thereof with interest thereon
at the rate of interest specified in the related Loan Documents and all other amounts
secured hereby and notwithstanding any change in the amount, nature, and form of
the Obligations from time to time. If the whole or any part of the Obligations or other
amount secured hereby is repaid, the Mortgage shall be and remain valid security for
any subsequent advance or readvance of any part of the Obligations by the Mortgagee
to the Mortgagor until such time as the Mortgagee has executed and delivered to the
Mortgagor a complete discharge of the Mortgage.
In Ontario only, the provisions relating to defeasance contained in subsection 6(2)
of the Land Registration Reform Act (Ontario) are hereby expressly excluded from
the Mortgage.

RIGHT TO MORTGAGE – The Mortgagor now has good right, full power, and lawful
and absolute authority to mortgage and charge the Property and to give the Mortgage
to the Mortgagee upon the covenants contained in the Mortgage.

between any covenants and provisions implied or incorporated in the Mortgage by
applicable laws of the Governing Jurisdiction and any covenant or provision of the
Mortgage, the covenant or provision of the Mortgage shall prevail to the event of such
conflict or inconsistency.

NOT MORTGAGEE IN POSSESSION – The exercise of any of the rights, remedies,
and powers of the Mortgagee under the Mortgage will not deem the Mortgagee, the
Loan Insurer, or their respective agents to be a mortgagee in possession.

INTEREST – The Obligations shall bear interest at the Interest Rate from time to time
both before and after default, demand, maturity, and judgment until paid.

COMPOUND INTEREST – Interest shall accrue on overdue interest at the Interest
Rate from time to time, both before and after default, demand, maturity, and judgment
until paid and shall be due and payable by the Mortgagor to the Mortgagee forthwith.
If such overdue interest and compound interest are not paid within the then current
interest compounding period (as specified in the definition of Interest Rate), a rest shall
be made and compound interest at the Interest Rate will be payable on the aggregate
amount then due, both before and after default, demand, maturity, and judgment, and
so on until paid. All compound interest shall be added to the Obligations and shall be
secured by the Mortgage.

INTEREST RATE CHANGES – The Interest Rate under the Mortgage will change
automatically every time there is a change in the Prime Lending Rate. These changes
will occur without notice to the Mortgagor, any Borrower or Guarantor, or any other
person. A written statement by the Mortgagee stating the Prime Lending Rate in effect
at any time or for any period of time will be conclusive evidence of such rate in effect
at that time or for such period of time for all purposes.

EQUIVALENT INTEREST RATES – Unless otherwise expressly provided herein, the
Interest Rate shall be compounded monthly not in advance. The equivalent interest
rate compounded semi-annually not in advance is set out in Schedule A — Table of
Equivalent Rates.

PROMISE TO PAY – The Mortgagor acknowledges that the Mortgagor is indebted
and promises to pay the Obligations to the Mortgagee on demand, in lawful money
of Canada, without legal or equitable set-off, deduction, or other abatement, claim,
challenge, or objection of any kind. Without limiting the foregoing, the Mortgagee, at
its sole option exercisable in its sole discretion, may make a demand or demands for
payment of all or any part of the Obligations at any time and from time to time after the
occurrence of an Event of Default. Upon making any such demand, all of the Obligations
so demanded shall become immediately due and payable to the Mortgagee, whether
or not such Obligations are otherwise then due and payable in accordance with the
terms of the applicable Loan Documents.

APPLICATION OF PAYMENTS – The Mortgagee will apply all payments (including
prepayments) received from the Mortgagor, the Borrower, any Guarantor, or any other
person in respect of the Obligations in accordance with the Loan Priority Schedule and
the provisions of the related Loan Agreements.

PLACE OF PAYMENTS – The Mortgagor will make all payments under the Mortgage
at the address of the Mortgagee set out in the Mortgage Form or at any other address
specified by the Mortgagee from time to time.

TIME OF PAYMENTS – Payments received on a day which is not a Business Day or
after 2:00 p.m. (Governing Jurisdiction time) on a Business Day of the Mortgagee will
be considered received on the next Business Day of the Mortgagee’s branch where
the payment was made.

PREPAYMENT RIGHTS – Except as otherwise expressly provided in the applicable
Loan Agreement relating to each Loan, neither the Mortgagor nor any Borrower,
Guarantor, or any other person shall have the right to prepay all or any part of the
Obligations prior to the due date thereof.

TITLE TO PROPERTY – The Mortgagor represents that:
a) the Mortgagor, at the time of the execution and delivery of the Mortgage, is the
sole legal and beneficial owner of the Property, and
b) if all or any part of the Property is a leasehold interest, the Mortgagor has a
valid and existing leasehold estate as lessee under each Lease and has the
right to mortgage, charge, and sublease the entire leasehold estate in Property
to the Mortgagee

CONDITION AND REPAIR OF PROPERTY – The Mortgagor will:
a) keep the Property and any buildings and other improvements in good condition
and repair at all times,
b) not demolish any of the buildings or other improvements,
c) promptly repair any damage to the Property and any of the buildings or
other improvements, and
d) comply with all applicable laws affecting the Property including all health,
fire, safety, and land-use by-laws and building codes, and not change the
present use of the Property without the consent of the Mortgagee.

representatives, including the Loan Insurer, to enter upon the Property and to enter
any buildings on the Property at any time:
a) to inspect the Property and the condition of the buildings and other improvements
on the Property, and
b) to conduct any environmental testing, site assessment, investigation, or study
that the Mortgagee or its authorized representatives deem necessary, including
taking soil and ground water samples and creating bore holes in order to obtain
such samples.

MORTGAGOR'S AGREEMENTS REGARDING INSPECTIONS – The Mortgagor agrees:
a) to pay on demand all costs of any environmental testing, site assessment,
investigation, or study undertaken pursuant to article 6.3 b) above and until paid,
all such costs together with interest thereon at the Interest Rate shall be added
to the Obligations and shall be secured by the Mortgage, and
b) that entry on the Property by the Mortgagee or its authorized representatives
pursuant to article 6.3, Inspections, will not deem the Mortgagee or its authorized
representatives to be in possession, management, or control of the Property or
any part thereof.

EFFECT OF SALE – The Mortgagor will not be released from any of the Mortgagor's
covenants, agreements, and liabilities contained in the Mortgage if the Mortgagor sells
the Property or the Mortgagor’s interest in the Property.

LEASEHOLD – The provisions of this article will only apply if the Property shown in
the Mortgage Form is a leasehold interest.

STATE OF LEASE – The Mortgagor promises that:
a) on the date of execution of the Mortgage no default has occurred and is continuing
under any Lease,
b) each Lease is a valid and existing lease for the term set out in the Lease,
c) all rents and other monies payable under each Lease have been paid in full, and
d) if the lessor's or landlord’s consent is required under any Lease in order for the
Mortgagor to rightfully mortgage, charge, or sublease the Mortgagor's leasehold
interest under any Lease in the Property to the Mortgagee, the Mortgagor has
received that consent.

MORTGAGOR’S PROMISES – The Mortgagor promises that the Mortgagor:
a) will do everything the Mortgagor is required to do, and not do anything the
Mortgagor is not supposed to do, under each Lease,
b) will not surrender any Lease or permit it to be terminated,
c) will not agree to any amendment to any Lease without the Mortgagee’s
written approval,
d) will promptly give the Mortgagee a copy of any notice, demand, or other document
the Mortgagor receives in connection with any Lease,
e) will hold the last day of the term (including any renewal term) of each Lease in
trust for the Mortgagee and transfer or otherwise deal with such last day solely as
the Mortgagee directs. If the Mortgagee sells the Property following an Event of
Default, the Mortgagor will hold such last day of the term of any Lease (including
any renewal term) in trust for the person(s) who purchase the Property, and
f) will protect and indemnify the Mortgagee from all actions, claims, losses, costs,
and demands arising from or relating to any default under, termination of, or
surrender of the Lease, and
g) irrevocably appoints the Mortgagee as its attorney, coupled with an interest, for
the purposes of assigning the last day of the term or any renewal term on behalf
and in the name of the Mortgagor.

AGENT – The Mortgagor appoints the Mortgagee as the Mortgagor’s agent. If an
Event of Default occurs, the Mortgagee may, on behalf of the Mortgagor and upon the
notice (if any) provided in article 14, Enforcement and Collection, assign the Lease and
convey the unexpired balance of the term of the Lease as the Mortgagee determines
in its sole discretion.

DUE ON SALE OR ENCUMBRANCE
a) If, without the prior written consent of the Mortgagee:
i) the Mortgagor sells, conveys, transfers, or assigns all or any part of the
Property or any interest therein,
ii) except for any Permitted Mortgages, any mortgage, charge, lien, or other
financial encumbrance is registered against the Property (other than
in favour of the Mortgagee), whether ranking prior to, equally with, or
subordinate to the Mortgage, or
iii) where the Mortgagor is a corporation or a partnership, any direct or indirect
change in the effective voting control of any person (including any general
partner of a partnership) comprising the Mortgagor from that existing as
of the initial Loan advance (including any change of ownership of 50% or
more of the voting securities in any such person),
the Obligations secured by the Mortgage will, at the option of the Mortgagee in
its sole discretion, become immediately due and payable on demand.
b) For the purposes of this article 8.1, a “change of control” of a corporation will
be deemed to occur if:
i) there is a change of control in fact of the corporation within the meaning
of section 256(5.1) and related sections of the Income Tax Act (Canada),
R.S.C. 1985, c.1 (5th Supp), or
ii) more than 10% of the issued shares of the corporation carrying voting rights
in respect of the election of directors of the corporation become owned
by a body corporate, person, or group of persons other than that or those
which own or owns the issued voting shares in the corporation as at the
date of the Mortgage.
c) For purposes of this article 8.1, the Mortgagee may give or withhold its consent
in its sole discretion. As a condition of giving any consent, the Mortgagee may
require or impose such conditions as it sees fit, including but not limited to the
requirement that any purchaser, transferee, or assignee execute an assumption
agreement in favour of the Mortgagee on such terms and conditions as the
Mortgagee requires in its sole discretion.

NO OTHER CHARGES OR LIENS ON TITLE – If there are any mortgages, charges,
liens, or other financial encumbrances registered against the title to the Property
other than any Permitted Mortgages, the Mortgagor will immediately cause those
mortgages, charges, liens, or other financial encumbrances registered to be satisfied
and discharged from the title to the Property.

OBLIGATIONS UNDER PERMITTED MORTGAGES – The Mortgagor promises to
fulfill all of the Mortgagor’s obligations under all Permitted Mortgages.

DEFAULT UNDER PERMITTED MORTGAGES – If the Mortgagor defaults under any
of the Permitted Mortgages:
a) the Mortgagee may correct any such default; and
b) any amount paid or incurred by the Mortgagee will be immediately due and
payable by the Mortgagor to the Mortgagee and until paid, all such amounts
together with interest thereon at the Interest Rate shall be added to the Obligations
and secured by the Mortgage.

NO ACT TO ENCUMBER – The Mortgagor has not wilfully or knowingly done or allowed
anything to be done to affect or encumber the title to all or any part of the Property,
except as the records of the Land Title Office disclose.

NO OBLIGATION TO ADVANCE – None of the following will require the Mortgagee to
advance or readvance money (or any further money) upon the security of the Mortgage:
a) the signing of the Mortgage,
b) the registration of the Mortgage, or
c) any prior advance or readvance of any monies secured by the Mortgage.
The terms and conditions of each advance or readvance of any Loan will be governed
by the applicable Loan Documents.

DIFFERENT ARTICLES FOR ADVANCES – Particular advances or readvances
secured by the Mortgage may be recorded and accounted for separately and will be
subject to articles different from those applicable to other advances or readvances.

EXTENSION OR AMENDMENT – If the Mortgagee agrees to renew, extend, or amend
the Mortgage, such renewal, extension, or amending agreement need not be registered
against the title to the Property. Such agreement will be binding upon the Mortgagor, its
assignees, and all subsequent mortgagees, encumbrancers, or other parties claiming
an interest in the Property. Such agreement will take priority as against such assignees
and subsequent mortgagees, encumbrancers, and other parties. It will not be necessary
to register such agreement in order to retain the priority of the Mortgage so altered;
provided however that the Mortgagee may at any time, in its sole discretion, register
such agreement or a caveat pursuant to such agreement. It is expressly acknowledged
that such agreement may increase the Interest Rate chargeable hereunder.

INSURANCE REQUIREMENTS – Beginning from the time the Mortgage is signed and
continuing as long as the Mortgage is registered against the Property, the Mortgagor will
insure the buildings and other improvements on the Property against loss or damage by
fire with extended perils coverage and coverage for other perils required by the Mortgagee
in an amount not less than 100% of the full replacement cost of the buildings and other
improvements in Canadian dollars. The Mortgagor will not do or permit anything to be
done which might impair, reduce, or void such insurance.
If a steam boiler, pressure vessel, oil or gas burner, coal blower, stoker, or sprinkler
system or any other comparable equipment is operated on the Property, the Mortgagor
must also have insurance coverage for loss or damage caused to such equipment and
by such equipment (including explosion of such equipment).
If the Property includes a Condominium Unit:
a) insurance maintained by the Condominium Corporation in accordance with its
statutory obligation under the Condominium Act shall be deemed, for the purposes
of the Mortgage, to be insurance maintained by the Mortgagor to the extent such
insurance is attributable to the Condominium Unit and otherwise complies with
the provisions of this article, and
b) the Mortgagor will, if required by the Mortgagee, obtain and maintain, in respect
of the Condominium Unit, additional insurance for such perils and/or additional
amounts, in excess of the insurance maintained by the Condominium Corporation.

INSURANCE POLICY – The insurance policy will be provided by an insurer satisfactory
to the Mortgagee. The insurance policy will be in a form acceptable to the Mortgagee
and will contain a mortgage clause acceptable to the Mortgagee.

INSURANCE PROCEEDS PAYABLE TO MORTGAGEE – The insurance policy will
require that the proceeds of any claim will be payable to the Mortgagee after paying
amounts properly payable to the holders of any prior mortgages or charges of the Property.
The Mortgagor hereby assigns and releases to the Mortgagee all rights of the Mortgagor
to receive all insurance proceeds and expressly waives all rights and benefits, to the
extent permitted by applicable laws, pursuant to any legislation which provides for a
contrary application of such insurance proceeds. Pending receipt of such insurance
proceeds by the Mortgagee, such insurance proceeds will be deemed to be part of
the Property and shall be subject to the security of Mortgage.

COPIES OF INSURANCE POLICIES AND RECEIPTS – Upon request, the Mortgagor
will give the Mortgagee:
a) the original or a certified copy of each insurance policy and renewal policy, and
b) receipts for premiums paid under any insurance policy or renewal policy.
If required by the Mortgagee, the Mortgagor will deliver evidence of renewal to the
Mortgagee 15 days prior to expiry of the insurance policy or renewal policy.

DAMAGE TO BUILDINGS – If the buildings or other insured improvements on the
Property are damaged, the Mortgagor will immediately notify the Mortgagee. If the
damage is covered under an insurance policy, the Mortgagor will immediately file a
claim with the insurer and furnish, at the Mortgagor's expense, all necessary proofs of
loss and do all necessary acts required to obtain payment of any insurance proceeds
in accordance with each policy of insurance.
The Mortgagor hereby grants to the Mortgagee an irrevocable power of attorney,
coupled with an interest, for the purposes of obtaining and collecting all insurance
proceeds relating to all buildings or other insured improvements on the Property,
compromising or settling any claims relating to such proceeds, endorsing any cheques,
drafts, or other instruments representing such proceeds, and executing and delivering
all instruments, proofs of loss, receipts, and releases required in connection therewith.

USE OF INSURANCE PROCEEDS – The Mortgagee may use any insurance proceeds
received by it in any of the following ways, in its sole discretion:
a) to pay for repairing the damage to the buildings or other improvements,
b) to pay the Obligations whether or not these amounts are then payable, or
c) to pay such proceeds to the Mortgagor or any other person claiming through the
Mortgagor (including any subsequent encumbrancer of the Property).

FAILURE TO INSURE – If the Mortgagor fails to insure the Property in accordance
with the Mortgage or any of the Loan Documents in respect of any Loan, or does
not pay any premium for any insurance policy in respect of the Property when due,
then without limiting any of its other rights and remedies under the Mortgage or
such other Loan Documents, the Mortgagee may, but is not obligated to, arrange
for such insurance and/or pay such insurance premium(s). Any insurance premiums
or other amounts paid or incurred by the Mortgagee shall be immediately due
and payable by the Mortgagor to the Mortgagee and until paid, the cost of such
premiums and other amounts together with interest at the Interest Rate shall be
added to the Obligations and shall be secured by the Mortgage.

PAYMENT OF TAXES – The Mortgagor will pay, or cause to be paid, all Taxes when due.
PROOF OF PAYMENT – The Mortgagor will give the Mortgagee proof of payment of Taxes
on or before December 31 each year and otherwise upon request by the Mortgagee.

TAX INSTALMENTS – If required by the Mortgagee, the Mortgagor will pay Tax
Instalments to the Mortgagee on the periodic payment dates under each Loan so that
the Mortgagee can pay the Taxes when due. The Mortgagor shall not be entitled to
receive interest or other investment earnings on such Tax Instalments.
If the Mortgagor is required to pay Tax Instalments to the Mortgagee, the Mortgagor
will deliver the tax bill to the Mortgagee not later than 15 days before the taxes become
due and payable.

PAYMENT OF TAXES BY MORTGAGEE – Until an Event of Default has occurred,
the Mortgagee will use the Tax Instalments received from the Mortgagor to pay the
Taxes when due. Following the occurrence of an Event of Default, the Mortgagee may
apply, at its option, the Tax Instalments to partial payment of the Obligations.

GRANTS AND REBATES – It is the responsibility of the Mortgagor to apply for
government grants, assistance, or rebates with respect to the Taxes.

COSTS AND EXPENSES – The Mortgagor covenants to pay all Costs and Expenses to
the Mortgagee forthwith upon demand whether or not all or any part of the Obligations
is advanced. Until paid, all Costs and Expenses together with interest thereon at the
Interest Rate shall be added to the Obligations and shall be secured by the Mortgage.

GENERAL RIGHTS OF THE MORTGAGEE – At any time following the occurrence
of an Event of Default, the Mortgagee may, but shall not be obligated to, perform or
cause to be performed any of the obligations of the Mortgagor or any Borrower under
or in respect of the Mortgage, any Loan, or the related Loan Documents, and for such
purpose may do all such things as may be required to perform such obligations, including
entering upon the Property and doing such things upon the Property as the Mortgagee
considers necessary in its sole discretion. No such performance by the Mortgagee
shall relieve the Mortgagor or any Borrower from any default under or in respect of the
Mortgage, any Loan, or the related Loan Documents or result in the Mortgagee being
a mortgagee in possession. The costs of all such actions taken by the Mortgagee shall
be payable by the Mortgagor and the related Borrower to the Mortgagee forthwith upon
demand. Until paid, such costs together with interest thereon at the Interest Rate shall
be added to the Obligations and shall be secured by the Mortgage.

PAYMENT OF OTHER MORTGAGES – In the event of any default by the Mortgagor
under any other charge, mortgage, lien, or other financial encumbrance of the
Property, whether or not it has priority over the Mortgage, the Mortgagee may, in
its sole discretion and without obligation, pay all or any part of the indebtedness
secured by such charge, mortgage, lien, or other financial encumbrance from time
to time, and all such amount(s) so paid by the Mortgagee shall be payable by the
Mortgagor to the Mortgagee forthwith upon demand together with interest thereon
at the Interest Rate, and until paid, all such amounts and accrued interest shall be
added to the Obligations and shall be secured by the Mortgage. Without limiting the
foregoing, the Mortgagee will be subrogated to the rights of, stand in the position
of, and be entitled to all of the equities of the person so paid whether or not such
charge, mortgage, lien, or other encumbrance has been discharged.

EVENTS OF DEFAULT – Without limiting any other provisions of any Loan or the
related Loan Documents, the occurrence of each of the following events is a “default”
or “Event of Default” under the Mortgage:
a) if the Mortgagor fails to pay or perform all or any part of the Obligations when
due or if the Mortgagor fails to pay any Tax Instalments to the Mortgagee when
required by the Mortgagee;
b) if the Mortgagor, or any Borrower or Guarantor, commits a breach of or fails to
observe or perform any covenant or obligation under or in respect of the Mortgage
or any Loan or the related Loan Documents;
c) if any representation or warranty of the Mortgagor, or any Borrower or Guarantor,
under or in respect of the Mortgage, or any of the Obligations, including any Loan
or the related Loan Documents, or in any certificate, statement, or notice referred
to therein or delivered pursuant thereto, is false, incorrect, or misleading in any
respect on the date given or made;
d) any default by the Mortgagor under or in respect of any other mortgage, charge,
lien, or other financial encumbrance affecting the Property, whether or not it has
priority over the Mortgage;
e) any construction or builders lien is registered against the Property which is not
discharged within a period of 10 days after the date of registration thereof;
f) the Property is abandoned, any act of waste is committed with respect to all or
any part of the Property, or any building, structure, or other addition, alteration
or improvement now or hereafter being constructed on the Property remains
unfinished without continuation of work for a period of 10 consecutive days;
g) the Mortgagor, or any Borrower or Guarantor, commits any act of bankruptcy,
becomes insolvent, or admits its insolvency (as defined or provided for in any
applicable statute);
h) the Mortgagor, or any Borrower or Guarantor, or any of its property, becomes
subject to any execution, seizure, or process of any court or to distress or any
analogous process;
i) if any Mortgagor, Borrower, or Guarantor dies;
j) any receiver, manager, receiver and manager, trustee, sequestrator, liquidator
or other person(s) with similar powers is appointed (pursuant to the Mortgage
or any Loan or the related Loan Documents, applicable laws, or otherwise) in
respect of the Mortgagor, any Borrower or Guarantor, or the Property; and
k) any “default” or “Event of Default” occurs under or in respect of any Loan or the
related Loan Indebtedness and Loan Documents (as such terms are defined in
the Loan Agreement relating to such Loan).

ACCELERATION ON DEFAULT – At any time following the occurrence of an
Event of Default, the Obligations shall, at the option of the Mortgagee in its sole
discretion, become immediately due and payable to the Mortgagee, all without notice,
presentment, protest, demand, notice of dishonour, or any other demand or notice
whatsoever, each of which are expressly waived by the Mortgagor, and all of the
Mortgagee’s rights, remedies, and powers under or in respect of the Obligations,
the Mortgage, each Loan and related Loan Documents, and applicable laws shall
immediately become enforceable. Interest at the Interest Rate shall accrue on the
Obligations so demanded until paid in full.

EXTENSIONS AND WAIVERS – Neither any extension of time given by the Mortgagee
to the Mortgagor, any Borrower or Guarantor, nor any amendment to the Mortgage,
any Loan or related Loan Documents, nor any other dealing by the Mortgagee with
any subsequent owner of the Property or any other person, will in any way affect or
prejudice the rights and remedies of the Mortgagee against the Mortgagor or any
Borrower or Guarantor under or in respect of the Mortgage, the Obligations, including
any Loan or the related Loan Indebtedness and Loan Documents, and/or the Property.
The Mortgagee may waive any Event of Default in its sole discretion. No waiver will
extend to a subsequent Event of Default, whether or not the same or similar to the
Event of Default that has been waived. Each extension, waiver, and/or amendment
must be in writing and signed by the Mortgagee to be effective. Any failure by the
Mortgagee to exercise, or any delay by the Mortgagee in exercising, any right or
remedy under or in respect of the Mortgage, the Obligations, including any Loan or
the related Loan Indebtedness and Loan Documents, and/or the Property will not
operate as a waiver of such right or remedy.

REMEDIES ON DEFAULT – Upon the occurrence of an Event of Default, at the option
of the Mortgagee, all of the Obligations together with all interest thereon at the Interest
Rate shall immediately become due and payable to the Mortgagee on demand. In
addition to all other rights and remedies available to the Mortgagee under or in respect
of any Loan and the related Loan Documents and/or applicable laws, each of the
following rights and remedies shall become immediately exercisable by the Mortgagee:
a) sue the Mortgagor for the Obligations so demanded;
b) any 1 or more of the following:
i) enter into possession and use of the Property or any part or parts thereof
with power, among other things, to exclude the Mortgagor from them;
ii) preserve and maintain the Property and make such repairs, replacements,
alterations, and additions to the whole or any part of the Property that the
Mortgagee may think advisable;
iii) satisfy the whole or any part of any prior mortgage, charge, lien, or financial
encumbrance then affecting the Property;
iv) collect and receive rents, income, and profits of all kinds owing to the
Mortgagor in respect of the Property (with or without taking possession of
the Property) and pay from them all expenses of maintaining, preserving,
protecting, and operating the Property, including payments which may be
due for insurance, Taxes, assessments, and any prior mortgage, charge,
lien, or financial encumbrance of the Property, and for the services of
lawyers, agents, and other persons, and all costs, charges, and expenses
incurred in connection with the execution of the rights, remedies, and
powers by the Mortgagee under or in respect of the Mortgage, any Loan
and the related Loan Documents, and/or enjoy and exercise all rights and
powers necessary to the performance of all functions made necessary or
advisable by possession, including (without limitation) the power to advance
its own monies (with interest payable thereon at the Interest Rate) and enter
into contracts and to undertake obligations for the foregoing purposes upon
the security of the Mortgage;
c) take proceedings in any court of competent jurisdiction for the appointment of
a receiver of all or any part of the Property or the Mortgagor, and removal or
replacement from time to time of any such receiver;
d) take proceedings in any court of competent jurisdiction for sale or foreclosure of
all or any part of the Property, with or without entry into possession thereof;
e) file proofs of claim and other documents to establish the claims of the Mortgagee
in any proceeding relating to the Mortgagor;
f) take any action or proceeding to enforce the performance of any covenant or
obligation in favour of the Mortgagee under or in respect of the Mortgage and/
or any Loan and the related Loan Documents, whether before or after entry into
possession of the Property;
g) sell, lease, or otherwise dispose of all or any part of the Property in accordance
with article 14.2 Power of Sale, whether before or after entry into possession
of the Property;
h) appoint by instrument in writing a receiver of all or any part of the Property,
whether before or after entry into possession of the Property, and remove or
replace any such receiver from time to time;
i) pursuant to article 14.5 Right to Distrain, distrain for arrears of payments in
respect of the Obligations, interest thereon at the Interest Rate, or any other
amount payable under the Mortgage in respect of the Obligations; and
j) take any other remedy or proceeding authorized or permitted by the Mortgage,
any Loan or the Loan Documents, and/or applicable laws.
No right, remedy, or power of the Mortgagee under the Mortgage or which the
Mortgagee may have under applicable laws shall be exclusive or dependent on any
other right, remedy, or power, but any 1 or more of such rights, remedies, or powers
may from time to time be exercised independently or in combination. The rights,
remedies, and powers conferred under the Mortgage are supplementary to and not in
substitution for any of the other rights, remedies, and powers which the Mortgagee may
have or be entitled to under or in respect of any of the Obligations, including any Loan
or the related Loan Indebtedness and Loan Documents, applicable laws, or otherwise.

POWER OF SALE
a) Power of Sale – After the occurrence of an Event of Default which has continued
for the minimum period of time required by applicable laws, the Mortgagee, on
giving the minimum notice required by applicable laws, may enter on, lease, or
sell the Property. If permitted by applicable laws, the Mortgagee may enter on,
lease, or sell the Property without notice.
b) Terms of Sale – Any sale of the Property by the Mortgagee may be by public
auction or private sale for such price and on such terms as to credit and otherwise
with such conditions of sale as the Mortgagee deems proper in its sole discretion
and in accordance with applicable laws. If any sale is for credit or for part cash
and part credit, the Mortgagee will not be accountable for or be charged with
any monies until they are actually received in cash.
The Mortgagee may rescind or vary any contract or sale and may buy and re-sell
the Property, in each case in its sole discretion and without being answerable for
loss occasioned thereby.
No purchaser will be bound to inquire into the legality, regularity, or propriety of
any sale or be affected by notice of any irregularity or impropriety. No lack of
default, want of notice, or other requirement, or any irregularity or impropriety
of any kind will invalidate any sale pursuant to the Mortgage and the purchaser
shall not be responsible for any damage or loss caused thereby.
The Mortgagee may sell without entering into actual possession of the
Property and while in possession will be accountable only for monies which
are actually received by it. The Mortgagee may, subject to the restrictions
of applicable laws, sell parts of the Property from time to time to satisfy any
portion of the Obligations, leaving the remainder of the Property as security
for the balance of the Obligations. The Mortgagee may sell the Property or
any portion of the Property subject to the balance of the Obligations not yet
due at the time of such sale.
The costs of any sale or other enforcement or realization proceedings pursuant
to the Mortgage, any Loan or Loan Documents, and/or applicable laws,
whether such sale or other proceeding proves abortive or not, including taking,
recovering, or keeping possession of the Property or enforcing any other rights,
remedies, or powers pursuant to the Mortgage, the related Loan Documents,
and/or applicable laws, shall be payable upon demand by the Mortgagor to the
Mortgagee with interest thereon at the Interest Rate and until paid shall be added
to the Obligations and shall be secured by the Mortgage.

14.3 OTHER SECURITY HELD BY THE MORTGAGEE – If the Mortgagee holds other
security as security for repayment of the Obligations, the Mortgagee may realize on
such security or the Mortgage in any order it decides. Any action under such security
will not prevent action being taken under the Mortgage and vice versa.

QUIET POSSESSION – Where the Mortgagee enters on and takes possession of the
Property, the Mortgagee shall enter into, have, hold, use, occupy, possess, and enjoy
the Property without the let, suit, hindrance, interruption, or denial of the Mortgagor or
any other person or persons whomsoever.

RIGHT TO DISTRAIN – After the occurrence of an Event of Default, the Mortgagee can
distrain upon the goods and chattels of the Mortgagor located in or upon the Property or
any part thereof, and by distress warrant, to recover by way of rent reserved, as in the
case of a demise of the Property, any interest that remains in arrears and unpaid under
or in respect of the Mortgage and each Loan, and all costs, charges, and expenses for
such levy of distress, as in similar cases of distress for rent. The Mortgagee may distrain
for arrears of principal in the same manner as if the same were arrears of interest.
a) As security for such amounts, the Mortgagor hereby attorns to the Mortgagee and
becomes a tenant of the Property from the day of execution of the Mortgage at a
rental equivalent to such amounts. Notwithstanding the relationship of landlord
and tenant created by this provision, in the event of any conflict, the primary
relationship of secured creditor and debtor shall prevail.
b) Upon any Event of Default, the Mortgagee may terminate such tenancy without
notice to the Mortgagor and without affecting any of the other Obligations of the
Mortgagor hereunder.

REMEDIES CUMULATIVE – The rights, remedies, and powers of the Mortgagee
under or in respect of the Mortgage are cumulative and are in addition to and not
in substitution for any rights, remedies, or powers otherwise provided under or in
respect of each Loan and the related Loan Documents or applicable laws. No right,
remedy, or power of the Mortgagee shall be exclusive of or dependent on any other
right, remedy, or power and any 1 or more of such rights, remedies, and powers
may be exercised independently or in combination from time to time in such order
and at such times as the Mortgagee may see fit, and the Mortgagee will not be
obligated to exhaust any right, remedy, or power before exercising any of its other
rights, remedies, and powers under or in respect of the Mortgage, the Obligations,
including each Loan and the related Loan Indebtedness and Loan Documents, and/or
applicable laws. Any single or partial exercise by the Mortgagee of any right, remedy,
or power for a default or breach of any term, covenant, condition, or agreement under
or in respect of the Mortgage, the Obligations, including each Loan and the related
Loan Indebtedness and Loan Documents and/or applicable laws shall not waive,
alter, affect, or prejudice any other right or remedy to which the Mortgagee may be
lawfully entitled for such default or breach.

RECEIVER’S POWERS – Any receiver appointed by the Mortgagee may:
a) take possession of all or any part of the Property,
b) maintain, repair, and preserve the Property and complete any incomplete
improvements on the Property,
c) lease the Property or any parts of the Property on any terms the receiver decides
in its sole discretion,
d) collect all rents, income, and profits from the Property, and
e) sue in the name of the Mortgagor or the Mortgagee to collect any income
from the Property.
Subject to the terms of the instrument appointing the receiver, such receiver may, in
the sole discretion of the Mortgagee, have all of the rights, remedies, and powers of
the Mortgagee, including the full right and power to enter, lease, and sell the Property.
The Mortgagor agrees to ratify and confirm all actions of the receiver taken pursuant
to the Mortgage or under applicable laws and agrees that neither the Mortgagee or
any receiver will be liable for any loss sustained by the Mortgagor as a result of any
such action or failure to act.

REMOVAL AND REAPPOINTMENT – Any receiver appointed by the Mortgagee may
be removed by the Mortgagee and another receiver appointed in the receiver's place.

RECEIVER IS AGENT OF MORTGAGOR – Any receiver appointed by the Mortgagee
will be the Mortgagor’s agent (provided no such appointment is revocable). The
Mortgagor will be responsible for all actions of the receiver. Nothing done by the receiver
will make the Mortgagee liable as a mortgagee in possession.

RECEIVER’S FEE – The receiver shall be entitled to receive a fee, commission, or
disbursement from the rents, income, profits, and proceeds of sale collected by the
receiver, to a maximum as determined by the laws of the Governing Jurisdiction or
any higher rate permitted by court. The receiver will be reimbursed for all the receiver's
costs and expenses in exercising the receiver's powers.

DEDUCTIONS FROM GROSS INCOME – The receiver may deduct its fee and
expenses from any rents, profits, income, or proceeds of sale received by the
receiver, and the balance of any income will be paid to the Mortgagee or otherwise
as required by applicable laws.

CONSOLIDATION OF ALL MORTGAGES ON DEFAULT – The doctrine of
consolidation will apply to the Mortgage and any other mortgages granted by the
Mortgagor to the Mortgagee. This means that if the Mortgagor has granted any other
mortgages to the Mortgagee then, after default, the Mortgagee may consolidate the
Mortgage with all of the mortgages so that the Mortgagor cannot repay the amounts
secured by any 1 of the mortgages without repaying all of the monies secured by
all of the mortgages.

DISCHARGE OF MORTGAGE – If, at any time:
a) there are no Obligations outstanding and secured by the Mortgage (and all
Guarantees given by the Mortgagor to the Mortgagee have been released),
b) any obligations of the Mortgagee to make advances under any Obligations or
Loan that will be secured by the Mortgage have been terminated, and
c) the Mortgagor is not in default under the Mortgage,
then, at the request of the Mortgagor, the Mortgagee will, within a reasonable time
after such request, prepare and sign a discharge of the Mortgage. The Mortgagee will
give the discharge of the Mortgage to the Mortgagor when the Mortgagor pays to the
Mortgagee the following fees and expenses:
d) the Mortgagee's standard fee for signing a discharge of mortgage, and
e) all of the Mortgagee's expenses of preparing and signing the discharge of mortgage.
Those fees and expenses will be payable by the Mortgagor only if, and to the extent that,
the Mortgagee is not prohibited by applicable laws from charging fees and recovering
its expenses in connection with a discharge of the Mortgage.

REGISTRATION OF DISCHARGE OF MORTGAGE – The Mortgagor will be
responsible for registering the Discharge of Mortgage to remove the Mortgage from
the title to the Property.
VOLUNTARY TRANSFER OF MORTGAGE – The Mortgagee may transfer or assign
the Mortgage (including registered and documentary title) to any person, including
any custodian or nominee, at any time and upon such terms as the Mortgagee may
decide. If the Mortgagee transfers or assigns the Mortgage, the person to whom it is
transferred will have all the powers, rights, and remedies available to the Mortgagee in
the Mortgage and thereafter, all references in the Mortgage to "Mortgagee" will mean
the person to whom the Mortgagee has transferred or assigned the Mortgage.

DIVISION OF PROPERTY – Every part or lot into which the Property is or may hereafter
be divided will stand charged with the entire Obligations and neither the Mortgagor nor
any Borrower, Guarantor, or any other person shall have any right to require that the
Obligations be apportioned with respect thereto.

PARTIAL DISCHARGES – The Mortgagee may release in its discretion and at any time
any person or any part or parts of the Property from all or any part of the Obligations
or any security of the Mortgage or any other Loan Documents in respect of any Loan,
either with or without any consideration and without releasing any other part of the
Property or any other person from the Mortgage or such other Loan Documents or
from any of the covenants contained therein, and without being accountable to the
Mortgagor, any Borrower or Guarantor, or any other person for the value of the land
released or for any money except that actually received by the Mortgagee.
The Mortgagee may grant time, renewals, extensions, indulgences, releases, and
discharges, may take securities from and give the same up, may abstain from taking
securities from or from perfecting securities, may accept compositions and proposals,
and may otherwise deal with the Mortgagor, any Borrower or Guarantor, and all other
persons and securities as the Mortgagee may see fit without prejudicing the rights of
the Mortgagee under the Mortgage, the Obligations, or any Loan or the related Loan
Indebtedness and Loan Documents. No such release or other action shall constitute,
evidence, or result in prepayment, repayment, readvance, accord and satisfaction,
novation, nor, except as expressly provided in such release or discharge, a release or
discharge of all or any part of the Obligations, including any Loan or the related Loan
Indebtedness and the Loan Documents, or a release of any of the other covenants,
obligations, or liabilities of the Mortgagor, any Borrower or Guarantor, or any other
person in respect thereof. No such release or other action shall be binding on the
Mortgagee unless it is made in writing and executed and delivered by the Mortgagee.

CONDOMINIUM PROPERTY – If the Property includes a Condominium Unit, this
article will apply.

OBLIGATIONS UNDER CONDOMINIUM ACT – The Mortgagor will fulfill all the
obligations of a Condominium Unit owner under the Condominium Act and the
Condominium Documents, and will pay promptly when due all Common Expenses
in respect of the Condominium Unit. The Mortgagor will provide to the Mortgagee,
on request, proof that all such obligations have been fulfilled and all such Common
Expenses have been paid.
If the Mortgagor defaults in the payment of any Common Expenses when due, or upon
any default or breach by the Mortgagor of any covenant or obligation of a Condominium
Unit owner under the Condominium Act or Condominium Documents, then without
limiting any other rights and remedies of the Mortgagee under or in respect of the
Mortgage, the Obligations, including each Loan and the related Loan Indebtedness
and Loan Documents, and/or applicable laws, the Mortgagee, at its option in its sole
discretion but without obligation, may pay such outstanding Common Expenses and/or
rectify any such default or breach by the Mortgagor. All costs incurred by the Mortgagee
in paying such amounts and/or rectifying such default or breach shall be payable by
the Mortgagor to the Mortgagee immediately on demand and until paid, such costs
together with interest thereon at the Interest Rate shall be added to the Obligations
and shall be secured by the Mortgage.

ASSIGNMENT OF VOTING RIGHTS – The Mortgagor assigns to the Mortgagee the
Mortgagor’s right to vote pursuant to the Condominium Act and the Condominium
Documents. Nothing in the Mortgage requires the Mortgagee to vote or to protect the
interests of the Mortgagor, except as otherwise required by applicable laws.

NOTICES AND STATEMENTS – At the request of the Mortgagee, the Mortgagor will
give to the Mortgagee copies of all notices, financial statements, and other documents
given by the Condominium Corporation to the Mortgagor.

NO LEASES OVER 3 YEARS – The Mortgagor will not lease any Condominium Unit
for a term of 3 years or more.

OBTAINING CERTIFICATES – The Mortgagor hereby appoints the Mortgagee as the
Mortgagor's agent for the purpose of obtaining, from time to time, all certificates and
other information from the Condominium Corporation which the Mortgagor is otherwise
entitled to obtain from the Condominium Corporation under the Condominium Act or
the Condominium Documents.

ACCESS TO RECORDS – The Mortgagor hereby authorizes any officer of the
Mortgagee to review and obtain copies of all records and documents, including financial
statements, maintained by the Condominium Corporation and which the Mortgagor is
entitled to obtain under the Condominium Act or the Condominium Documents.

OBLIGATIONS DUE AND PAYABLE – The Obligations will become immediately due
and payable, at the option of the Mortgagee in its sole discretion, if:
a) the Condominium Corporation fails to comply with the Condominium Act and the
Condominium Documents,
b) the Condominium Corporation fails to insure the Condominium Unit and all of the
other condominium units and common elements (or other property and assets
of the Condominium Corporation, as applicable) in compliance with applicable
laws or do all that is required to collect proceeds of any insurance maintained
by or on behalf of the Condominium Corporation,
c) the Condominium Corporation makes any material modification to the common
elements (or other property and assets of the Condominium Corporation, as
applicable) without the Mortgagee’s approval,
d) the owners have voted to terminate the Condominium Corporation,
e) a sale of any material part of the common elements (or other property and assets
of the Condominium Corporation, as applicable) is authorized, or
f) the Property ceases to be governed by the Condominium Act.

NO ADDITIONS OR ALTERATIONS TO BUILDING – The Mortgagor will not construct
any buildings or improvements on the Property, or make any additions or alterations
to any existing buildings or other improvements on the Property, in each case without
the prior written approval of the Mortgagee and after complying with all applicable laws
including obtaining all municipal or provincial permits and other requirements.

CONSTRUCTION – If the construction of, alteration of, or addition to buildings or other
improvements on the Property has been approved by the Mortgagee, the Mortgagor will
diligently carry out the construction according to plans and specifications approved by
the Mortgagee. If there are no plans and specifications, the Mortgagor will carry out the
construction according to generally accepted standards of construction, all building or
development permits, and the requirements of applicable laws. The Mortgagor will not
allow a delay of more than 10 days in carrying out construction.

COMPLIANCE WITH APPLICABLE LAWS FOR BUILDER OR CONSTRUCTION
LIENS – If any renovation or other construction takes place on the Property, the
Mortgagor will comply with all applicable laws governing builder or construction liens
(including all applicable holdback and notice requirements) and will, upon request by the
Mortgagee, provide the Mortgagee with sufficient information to enable the Mortgagee
to determine whether or not the Mortgagor is complying with applicable laws.
The Mortgagor will pay and discharge when due all claims of and obligations to
labourers, builders, material suppliers, and all other persons, and all other claims, debts,
and obligations which have or might have priority over the security of the Mortgage from
time to time under applicable laws governing builder or construction liens.

EXPROPRIATION AND CONDEMNATION
a) If all or any part of the Property is expropriated by any governmental or other
authority, all expropriation proceeds shall be paid to the Mortgagee and, if received
by the Mortgagor, shall be received and held in trust for the Mortgagee and forthwith
paid over to the Mortgagee. Such expropriation proceeds shall, at the option of
the Mortgagee, be applied against the Obligations or such part of the Obligations
as the Mortgagee may determine in accordance with article 5.2, Application of
Payments, or be held unappropriated in a collateral account in the name and for
the exclusive benefit of the Mortgagee as continuing security for the full payment
and performance of the Obligations. The Mortgagor shall promptly deliver to the
Mortgagee a copy of any notice of expropriation or proposed expropriation received
by the Mortgagor in respect of all or any part of the Property.
b) Notwithstanding anything to the contrary contained herein, if the Mortgagee receives
a notice of expropriation in respect of all or any part of the Property (or the interest
of the Mortgagee therein), or if all or any part of the Property (or the interest of the
Mortgagee therein) is expropriated by any governmental or other authority at any
time, then at the option of the Mortgagee in its sole discretion, the Obligations (or
any part of the Obligations as determined by the Mortgagee in its sole discretion)
shall immediately become due and payable on demand by the Mortgagee.
c) All expropriation proceeds and any other consideration, damages, and awards
arising from or relating to any expropriation are hereby assigned by the Mortgagor
to the Mortgagee as security for the payment and performance of the Obligations
to the Mortgagee on demand, together with interest thereon at the Interest Rate
both before and after maturity, default, acceleration, and the obtaining of any
judgment by the Mortgagee.
d) Notwithstanding any applicable laws to the contrary and without limiting any
other provision hereof, in the event of any expropriation for all or any part of
the Property, the Mortgagor covenants to pay to the Mortgagee on demand the
difference between the Obligations secured by under the Mortgage together
with interest thereon at the Interest Rate and the aggregate of any expropriation
proceeds or other consideration, damages, and awards paid by the expropriating
authority to the Mortgagee.

APPLICATION OF THIS ARTICLE – This article will apply if any of the Property is at
any time subject to a Lease.
DEFINITIONS – In this article:

“Leases” is defined as all present and future, written or oral leases, agreements to lease,
tenancy agreements, licences, and rights of occupation with respect to all or any part
of the Property and all supplements thereto and includes each and every guarantee,
indemnity, or other Guarantor contract, whether contained in a Lease or otherwise, with
respect to the payment of Rents or performance by a Tenant of any other obligations
under a Lease;
“Lease” is defined as any 1 of the Leases;
“Rents” is defined as all rents, income, profits, and other monies payable to the Mortgagor
under the Leases;
“Tenant” is defined as each tenant and any other person (including a guarantor, indemnitor,
or other person) liable to the Mortgagor under a Lease.

ASSIGNMENT – As security for the payment and performance of the Obligations to
the Mortgagee on demand, together with interest thereon at the Interest Rate both
before and after default, the Mortgagor assigns and transfers to the Mortgagee:
a) all Rents, and
b) all covenants, benefits, and advantages contained in or to be derived from all Leases,
until all of the Obligations have been fully paid and satisfied and the Mortgage has
been discharged.

EXERCISE OF RIGHTS – Prior to an Event of Default, the Mortgagor may demand,
collect, and receive all Rents as they fall due. If any Event of Default occurs, the
Mortgagor may collect and receive such Rents from each Tenant after giving notice to
such Tenant directing it to pay such Rents to the Mortgagee.

POSITIVE COVENANTS – The Mortgagor promises the Mortgagee that the Mortgagor
will immediately, upon request of the Mortgagee:
a) provide to the Mortgagee a current list of all Leases in such detail as the Mortgagee
may reasonably require,
b) provide to the Mortgagee a copy of each Lease,
c) execute and deliver to the Mortgagee specific assignments of specific Leases
and the Rents payable thereunder, and
d) give to each Tenant notice of this assignment and any specific assignment.

NEGATIVE COVENANTS – The Mortgagor will not, without the prior written consent
of the Mortgagee:
a) accept prepayment of any Rents,
b) permit any set off, waiver, release, discharge, discount, or commutation of the
payment of any of the Rents, or
c) while any Event of Default is in existence, modify, amend, surrender, cancel, or
terminate any of the Leases.

AGENT – The Mortgagor appoints the Mortgagee as the Mortgagor's agent:
a) to demand, recover, and enforce payment of all Rents,
b) to institute such actions at law or in equity and take such proceedings by distress
or otherwise as the Mortgagee from time to time considers proper, and
c) to execute any and all documents in the name of the Mortgagor as the Mortgagee
considers proper.

COLLECTIONS – The Mortgagee is not:
a) responsible for the collection of any of the Rents,
b) responsible for the performance of any of the Mortgagor’s promises under any
of the Leases, or
c) required to account for monies other than monies actually received by it pursuant
to this assignment, less proper collection charges, and such monies when so
received by the Mortgagee will be applied on account of the Obligations.

REPRESENTATIONS – The Mortgagor promises to the Mortgagee that, to the best
of the Mortgagor’s information and belief, after due enquiry and investigation:
a) the Property has never been used to manufacture, refine, handle, store, or
dispose of any Hazardous Substances (except in compliance with all applicable
environmental laws and regulations); and
b) the Property does not contain any Hazardous Substances deposited, added, or
discharged by the Mortgagor or a prior owner, lessee, or occupier of the Property
or any adjoining property.

COVENANT – The Mortgagor promises the Mortgagee that the Mortgagor will comply
in all material respects with all applicable environmental laws and regulations affecting
or relating to the Property and will assume and perform all environmental liabilities
and obligations relating to the Property including any liability for the clean up of any
Hazardous Substances on, under, or emanating from the Property.

INDEMNITY – The Mortgagor indemnifies the Mortgagee against any and all liabilities,
losses, claims, damages (including lost profits, consequential damages, interest,
penalties, fines, and monetary and other sanctions) and all Costs and Expenses
incurred by the Mortgagee by reason of, or in any way related to, the breach of any of
the promises set out in this article 23, Hazardous Substances.

NOTICES AND DEMANDS – Any notice, demand, or other communication required or
permitted to be given or made to the Mortgagor pursuant to the Mortgage may be given
or made in any manner permitted or provided by applicable laws, notwithstanding any
other provision of the Mortgage or any other Loan Document to the contrary. Subject to
the forgoing, any notice or demand to be given to the Mortgagor under the Mortgage
can be given by the Mortgagee:
a) in person,
b) by mail, email, or text message,
c) by telephone or mobile phone,
d) by fax,
e) via the Mortgagee’s online banking system and/or website, or
f) by any other communication method acceptable to the Mortgagee,
at the Mortgagor's respective address, phone number, fax number, or email address
set out in the Mortgage Form or at such other address, phone number, fax number, or
email address otherwise provided to the Mortgagee in writing.

DEEMED RECEIPT OF NOTICES AND DEMANDS – Except as provided in definition, Labour Disputes, each notice and demand will be deemed to have been received
by the person to whom it is addressed:
a) on the date of receipt if delivered,
b) 5 days from the date of mailing if sent by mail, or
c) the date of transmission if transmitted by email, text message, fax, or via the
Mortgagee’s online banking system and/or website.
Regardless of any other provision of the Mortgage, any notice or demand received or
otherwise deemed received:
d) after 5:00 p.m. (Governing Jurisdiction time), or
e) on a day that is not a Business Day,
will be deemed to have been received on the next Business Day.

LABOUR DISPUTES – If there is a labour dispute affecting mail delivery in Canada,
any notice or demand that is mailed during, or 5 Business Days before, the labour
dispute will only be considered received when actually received by the person to
whom it is addressed.

NATIONAL HOUSING ACT – All CMHC insured Mortgages are made pursuant to the
National Housing Act (Canada).

DOCUMENTATION – The Mortgagor acknowledges:
a) having been advised of the difference between documenting and securing
the Loans and the security therefor by using the Mortgage and the other Loan
Documents rather than by using other mortgage types, and
b) having chosen to have the Loans from the Mortgagee and the security therefor
documented and secured by the Mortgage and the other Loan Documents.
The Mortgage is intended to supplement and not derogate from each of the other Loan
Documents relating to each Loan. If there is any conflict or inconsistency between
the provisions of the Mortgage or the provisions of the Loan Agreement relating to
any Loan, the provisions of the Loan Agreement shall prevail to the extent of such
conflict or inconsistency. The existence of additional terms, conditions, and provisions
(including any rights, remedies, representations, and warranties) in the Mortgage shall
not be construed as or deemed to be in conflict with and such Loan Agreement or any
other Loan Documents.

CROSS DEFAULT – The Mortgagor acknowledges and agrees that any "Event of
Default" under any Loan (as defined in the related Loan Documents) shall be an Event
of Default under the Mortgage and each of the other Loans.

LOAN PRIORITY – If the Mortgage secures Obligations relating to multiple Loans at
any time, the Mortgagee has the right to allocate and apply all payments (including
prepayments) received from or on behalf of the Mortgagor, or any Borrower or
Guarantor, to any Loan as the Mortgagee may determine in its sole discretion, both
before and after default (regardless of any other designation or allocation of such
payments by the Mortgagor or any Borrower or Guarantor).

REALIZATION – Subject to the rights of any third party, any insurance proceeds,
expropriation proceeds, realization proceeds, or other amounts obtained by the
Mortgagee in respect of the Obligations, any of the Loans, and/or the Property following
an Event of Default (whether through the exercise of its rights and remedies under the
Mortgage, any other Loan Documents, operation of law, or otherwise) will be applied
by the Mortgagee, after deducting all amounts incurred or advanced by or on behalf
of the Mortgagee to pay Costs and Expenses and/or Taxes, in the order of priority
specified in the Loan Priority Schedule in effect from time to time.

MORTGAGEE’S RIGHT TO FREELY SELL ANY LOAN SECURED BY THE
MORTGAGE – The Mortgagee, at its option exercisable in its sole discretion, may
sell, transfer, assign, encumber, create a trust in respect of, securitize, or otherwise
deal with all or any part of the Obligations, including any Loan and the related Loan
Indebtedness and Loan Documents, or any interest therein, to or for the benefit of
any 1 or more third party(ies) in any transaction, including sale or securitization,
without restriction and notice to or the consent of the Mortgagor, any Guarantor,
or any other person.
If the Mortgagee does so, the Mortgagor agrees that the Mortgage shall continue to
secure all Obligations, including each Loan and all Loan Indebtedness, or any interest
therein, that have been so sold, transferred, assigned, encumbered, made subject to
a trust, securitized, or otherwise dealt with, and all Obligations, including each Loan
and all Loan Indebtedness, which arise after any such sale, transfer, assignment,
encumbrance, trust, securitization, or other dealing. Once sold, transferred, assigned,
encumbered, made subject to a trust, securitized, or otherwise dealt with, such
Obligations, including each Loan and all Loan Indebtedness, or any interest therein
may be repurchased, reacquired, or redeemed by the Mortgagee at any time, whether
or not an Event of Default has occurred.

NO MERGER – The terms and conditions of all Obligations, including each Loan and
all related Loan Indebtedness and Loan Documents, will remain binding and effective
on the parties to the Mortgage and will not merge in, or be released or otherwise
affected by, the Mortgage.

HEADINGS – The headings in these Standard Mortgage Terms are for reference only
and will not be used in the interpretation of the Mortgage.

SCHEDULES ATTACHED – Any schedules attached to the Mortgage Form are a part
of the Mortgage.

INVALID PROVISIONS – If any term, covenant, obligation, or agreement in the
Mortgage, or the application thereof to any person or circumstance, is found to be
invalid or unenforceable for any reason, the remaining provisions of the Mortgage will
not be affected and will continue to be separately valid and enforceable to the fullest
extent permitted by applicable laws.

SINGULAR OR MASCULINE WORDS – The use of singular or masculine terms in
the Mortgage will include the plural, feminine, or corporate body where appropriate.

MORE THAN 1 MORTGAGOR – If the Mortgagor is more than 1 person, each person
making up the Mortgagor will be jointly and separately (that is, not proportionately)
liable and responsible for all of the promises and obligations of the Mortgagor under
the Mortgage. Any request or authorization given to the Mortgagee by any person
making up the Mortgagor will be deemed to be the request or authorization of all the
persons making up the Mortgagor.
MORE THAN 1 GUARANTOR – If the Guarantor is more than 1 person, each person
making up the Guarantor will be jointly and separately (that is, not proportionately)
liable and responsible for all of the promises and obligations of the Guarantor under the
Mortgage. Any request or authorization given to the Mortgagee by any person making
up the Guarantor will be deemed to be the request or authorization of all the persons
making up the Guarantor.
PERSONS BOUND – The Mortgage will be binding on the Mortgagor and on their heirs,
executors, administrators, representatives, successors, and permitted assigns, and will
continue for the benefit of the Mortgagee and the Mortgagee’s successors and assigns.
For the purposes of the Mortgage, each Loan and all related Loan Documents, reference
to the terms “Mortgage”, “mortgage”, “Mortgagor” and “Mortgagee” shall mean
“Charge”, “charge”, “Chargor” and “Chargee” respectively, and vice versa.

MORTGAGE NOT ASSIGNABLE BY MORTGAGOR – Neither the Mortgagor, nor any
Borrower or Guarantor, may assign any of its rights or obligations under the Mortgage,
the Obligations, any Loan or the related Loan Indebtedness or Loan Documents, and
such rights and obligations may not be performed or enforced by any other person.
No part of the proceeds of any of the Obligations or any Loan may be assigned or
pledged by the Mortgagor, or any Borrower or Guarantor, to any other person.

STATUTE REFERENCES – A reference in the Mortgage to a particular statute means
the statute as amended from time to time and any statute substituted therefore.

NON-MERGER OF COVENANTS – The taking of judgment or judgments on any of
the covenants herein shall not operate as a merger of such covenants or affect the
Mortgagee's right to interest at the rate and times provided for under or in respect of
the Mortgage, any Loan or the related Loan Documents, and further that any judgment
shall provide that interest thereon shall be computed at the same rate and in the same
manner as provided in the Mortgage (or in the Loan Documents in respect of any Loan)
until the judgment has been fully paid and satisfied.

CHANGE IN STATUS – Immediately after any change or happening affecting any
of the following:
a) the spousal status of the Mortgagor;
b) the qualification of the Property as a matrimonial home, family asset, homestead,
or similar designation within the meaning of the applicable family, domestic
relations, matrimonial property, dower, or similar laws of the Governing
Jurisdiction; and
c) the legal title or beneficial ownership of the Property;
the Mortgagor shall advise the Mortgagee accordingly and furnish the Mortgagee
with full particulars thereof, the intention being that the Mortgagee shall be kept fully
informed of the names and addresses of the owner or owners for the time being of the
Property and of any spouse who is not an owner but who has a right of possession in
the Property by virtue of the applicable family, domestic relations, matrimonial property,
dower, or similar laws of the Governing Jurisdiction. The Mortgagor covenants and
agrees to furnish the Mortgagee with such information and evidence in connection with
any of a), b) and c) above as the Mortgagee may from time to time request.

FURTHER ASSURANCES – The Mortgagor covenants to execute such further
documents and do such other things as may be required in the sole discretion of
the Mortgagee to give full effect to and carry out the provisions of the Mortgage
and the Obligations.

GOVERNING LAW – The Mortgage is subject to, and will be construed in accordance
with, the laws of the Governing Jurisdiction and the laws of Canada in effect in the
Governing Jurisdiction.
AMENDMENTS IN WRITING – None of the terms or provisions of the Mortgage may be
amended, supplemented, or otherwise modified except by written instrument executed
by the parties hereto.

SERVICER– The Mortgagee may appoint a servicer of all or any part of the Obligations
from time to time, which servicer may exercise all rights and remedies (including all
enforcement rights), make all determinations and decisions, and take all actions permitted
or required to be exercised, made, or taken by the Mortgagee under or in respect of the
Mortgage, the Obligations, including each Loan and the related Loan Indebtedness and
Loan Documents, in each case as agent for and on behalf of the Mortgagee.

CUSTODIAN – The Mortgagee may appoint a custodian or nominee designated by it
from time to time to hold registered or documentary title to the Mortgage and/or any
of the Obligations, including each Loan and the related Loan Indebtedness and Loan
Documents, as agent, custodian, and/or nominee for and on behalf of any persons
having an ownership interest in all or any part of the Obligations, including any Loan,
from time to time.

CHOICE OF LANGUAGE – It is the express wish of the parties that the Mortgage
and any related documents be drawn up and if execution is required, to be executed
in English.

If there are any terms you need defined, please do not hesitate to reach out to West Vancouver Luxury Waterfront Realtor Matt Gul