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<br />DEED OF TRUST
<br />Loan No: 0898354492 (Continued) Page 10
<br />(ii) be conducted by the American ArbiVation Association ("AAA"), or such other adminisVator as the parties shall
<br />mutually agree upon, in accordance with the AAA's commercial dispute resolution procedures, unless the claim or
<br />counterclaim is at least $1,000,000.00 exclusive of claimed interest, arbitratlon fees and costs, in which case the
<br />arbitration shall be conducted in accordance wlth the AAA's optional procedures for large, complex commercial
<br />disputes (the commercial dispute resolution procedures or the optlonal procedures for large, complex commercial
<br />disputes are referred to herein, as applicable, as the "Rules"). If there is any inconsistency between the terms hereof
<br />and the Rules, the terms and procedures set forth herein shall control. Arbitration proceedings hereunder shall be
<br />conducted at a location mutually agreeable to the pardes, or if they cannot agree, then at a location selected by the
<br />AAA in the state of the applicable substantive law primarily goveming the Note. My party who fails or refuses to
<br />submk to arbitratlon following a demand by any other party shall bear all costs and expenses incurred by such other
<br />party in compelling arbitration of any Dispute. Nothing contained herein shall be deemed to be a waiver by any party
<br />that is a bank of the protections afforded to it under 12 U.S.C. Section 91 or any similar applicable state law.
<br />B. No Waiver of Provisfonal Remedles. Self•Helu and Foreclosure. The arbitration requirement does not limit the right
<br />of any party to (i) foreclose against real or personal property collateral; (ii) exercise self-help remedies relatlng to
<br />collateral or proceeds of collateral such as setoff or repossession; or (f0) obtain provisional or ancillary remedies such as
<br />replevin, injunctive relief, attachment or the appointment of a receiver, before during or after the pendency of any
<br />arbiVation proceeding. This exclusion does not constitute a waiver of the right or obligation of any party to submit any
<br />Dispute to arbitration or reference hereunder, including those arising from the exercise of the actions detailed in
<br />sections (i), (ii) and (fii) of this paragraph.
<br />C. Arbkrator flualifications and Powers. My arbitration proceeding in which the amount in controversy is
<br />$5,000,000.00 or less will be decided by a single arbiVator selected according to the Rutes, and who shall not render
<br />an award of greater than $5,000,000.00. Any Dispute in which the amount in controversy exceeds $5,000,000.00
<br />shall be decided by majoriry vote of a panel of three arbitrators; provided however, that all three arbitrators must
<br />actively partfcipate in all hearings and deliberations. Every arbitrator must be a neuVal practicing attomey or a retfred
<br />member of the state or federal judiciary, in either case with a minimum of ten years experience in the substantive law
<br />applicable to the subject matter of the Dispute. The arbiVator will determine whether or not an issue is arbitratable and
<br />will give effect to the statutes of limitation in determining any claim. In any arbkratlon proceeding the arbitrator will
<br />decide (by documents only ar with a hearing at the arbitrator's discretlon) any pre-hearing motions which are similar to
<br />motions to dismiss for failure to state a claim or motions for summary adjudication. The arbitrator shall resolve all
<br />Disputes in accordance with the applicable substantive law and may grant any remedy or relief that a court of such
<br />state could order or grant within the scope hereof and such ancillary relief as is necessary to make effective any award.
<br />The arbitrator shatl also have the power to award recovery of all costs and fees, to impose sanctions and to take such
<br />other action as the arb(trator deems necessary to the same extent a judge could pursuant to the Federal Rules of Civil
<br />Procedure, the applicable state rules of civil procedure, or other applicable law. Judgment upon the award rendered by
<br />the arbitrator may be entered in any court having Jurisdiction. The institutlon and maintenance of an action for judicial
<br />relief or pursuit of a provisional or ancillary remedy shall not constitute a waiver of the right of any party, including the
<br />plaintfff, to submit the controversy or claim to arbihatian if any other party contests such action for judicial relief.
<br />p. Discoverv. In any arbitration proceeding discovery will be permitted in accordance with the Rules. All discovery
<br />shall be expressly limited to matters directly relevant to the Dispute being arbitrated and must be completed no later
<br />than 20 days before the hearing date. Any requests for an extension of the discovery periods, or any discovery
<br />disputes, will be subject to final determination by the arbitrator upon a showing that the request for discovery is
<br />essential for the party's presentaUon and that no altemative means for obtaining informatlon is available.
<br />E. Class Proceedtngs and Consolidations. No party hereto shall be entitled to join or consolidate disputes by or against
<br />non-parties in any arbitration, or to include in any arbitration any dispute as a representative or member of a class, or to
<br />act in any arbitration in the interest of the general public or in a private attomey general capacity. As used herein,
<br />"non-parties" shall mean all persons and entities except Lender and the party(ies) executing this agreement or any
<br />related Document.
<br />F. Miscellaneous. To the maximum extent pracUcable, the AAA, the arbitrators and the parties shall take all action
<br />required to conclude any arbitration proceeding within 180 days of the flling of the Dispute with the AAA. No arbitrator
<br />or other party to an arbitration proceeding may disclose the existence, content or results thereof, except for disclosures
<br />of information by a party required fn the ordinary course of Its business or by applicable law or regulation. If more than
<br />one agreement for arbitration by or between the parties potentially applies to a Dispute, the arbiVatlon provision most
<br />directiy related to the documents between the parties or the subject matter of the Dispute shall control. This arbitration
<br />provision shall survive the repayment of the Note and the terminadon, amendment or expiration of any of the
<br />Documents or any relaUonship between the parties.
<br />G. State Soecific Provisions.
<br />If Delaware or Pennsylvania law qovems the Dispute. the following provlslon Is Included:
<br />Confesa(on of Judgment Notwithstanding anything herein to the contrary, the arbitration requirement does not limit or
<br />preclude the right of Lender to confess judgment pursuant to a warrant of attomey provision set forth in the Note or
<br />Related Documents. No party shall have the right to demand binding arbitration of any claim, dispute or controversy
<br />seek(ng to (f) sVike-off or open a Judgment obtained by confession pursuant to a warrant of attomey contained in the
<br />Note or Related Documents, or (ii) challenge the waiver of a right to prior notice and a hearing before judgment is
<br />entered, or after judgment is entered, but before execution upon the judgment. Any claims, disputes or controversies
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