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<br />DEED OF TRUST
<br />Loan No: 1109363-3 (Continued) Page 4
<br />Notice of Proceedings. Trustor shall immediately notify Lender in writing should all or any part of the Property
<br />become subject to any condemnation or expropriation proceedings or other similar proceedings, including without
<br />limitation, any condemnation, confiscation, eminent domain, inverse condemnation or temporary requisition or
<br />taking of the mortgaged Property, or any part or parts of the Property. Trustor further agrees to promptly take
<br />such steps as may be necessary and proper within Lender's sole judgment and at Trustor's expense, to defend any
<br />such condemnation or expropriation proceedings and obtain the proceeds derived from such proceedings. Trustor
<br />shall not agree to any settlement or compromise or any condemnation or expropriation claim without Lender's prior
<br />written consent.
<br />Lender's Participation. Lender may, at Lender's sole option, elect to participate in any such condemnation or
<br />expropriation proceedings and be represented by counsel of Lender's choice. Trustor agrees to provide Lender
<br />with such documentation as Lender may request to permit Lender to so participate and to reimburse Lender for
<br />Lender's costs associated with Lender's participation, including Lender's reasonable attorneys' fees.
<br />Conduct of Proceedings. If Trustor fails to defend any such condemnation or expropriation proceedings to Lender's
<br />satisfaction, Lender may undertake the defense of such a proceeding for and on behalf of Trustor. To this end,
<br />Trustor irrevocably appoints Lender es Trustor's agent and attorney-in-fact, such agency being coupled with an
<br />interest, to bring, defend, adjudicate, settle, or otherwise compromise such condemnation or expropriation claims;
<br />it being understood, however, that, unless one or more Events of Default (other than the condemnation or
<br />expropriation of the Property) then exists under this Deed of Trust, Lender will not agree to any final settlement or
<br />compromise of any such condemnation or expropriation claim without Trustor's prior approval, which approval
<br />shall not be unreasonably withheld.
<br />Application of Net Proceeds. Lender shall have the right to receive all proceeds derived or to be derived from the
<br />condemnation, expropriation, confiscation, eminent domain, inverse condemnation, or any permanent or temporary
<br />requisition or taking of the Property, or any part or parts of the Property ("condemnation proceeds"). In the event
<br />that Trustor should receive any such condemnation proceeds, Trustor agrees to immedietely turn over and to pay
<br />such proceeds to Lender. All condemnation proceeds, which are received by, or which are payable to either
<br />Trustor or Lender, shall be applied, at Lender's sole option and discretion, and in such menner as Lender may
<br />determine (after payment of all reasonable costs, expenses and attorneys' fees necessarily paid or incurred by
<br />Trustor and/or Lender), for the purpose of: (a) replacing or restoring the condemned, expropriated, confiscated, or
<br />taken Property; or (b) reducing the then outstanding balance of the Indebtedness, together with interest thereon,
<br />with such payments being applied in the manner provided in this Deed of Trust. Lender's receipt of such
<br />condemnation proceeds and the application of such proceeds as provided in this Deed of Trust shall not affect the
<br />lien of this Deed of Trust.
<br />IMPOSITION OF TAXES, FEES AND CHARGES BY GOVERNMENTAL AUTHORITIES. The following provisions relating
<br />to governmental taxes, fees and charges are a part of this Deed of Trust:
<br />Current Taxes, Fees and Charges. Upon request by Lender, Trustor shall execute such documents in addition to
<br />this Deed of Trust and take whatever other action is requested by Lender to perfect and continue Lender's lien on
<br />the Real Property. Trustor shall reimburse Lender for all taxes, as described below, together with all expenses
<br />incurred in recording, perfecting or continuing this Deed of Trust, including without limitation all texes, fees,
<br />documentary stamps, and other cherges for recording or registering this Deed of Trust.
<br />Taxes. The following shall constitute taxes to which this section applies: (7) a specific tax upon this type of
<br />Deed of Trust or upon all or any part of the Indebtedness secured by this Deed of Trust; (2) a specific tax on
<br />Trustor which Trustor is authorized or required to deduct from payments on the Indebtedness secured by this type
<br />of Deed of Trust; (3) a tax on this type of Deed of Trust chargeable against the Lender or the holder of the Note;
<br />and (4) a specific tax on all or any portion of the Indebtedness or on payments of principal end interest made by
<br />Trustor.
<br />Subsequent Taxes. If any tax to which this section applies is enacted subsequent to the date of this Deed of
<br />Trust, this event shall have the same effect as an Event of Default, and Lender may exercise eny or ail of its
<br />available remedies for an Event of Default as provided below unless Trustor either (1) pays the tax before it
<br />becomes delinquent, or (2) contests the tax as provided above in the Taxes and Liens section and deposits with
<br />Lender cash or a sufficient corporate surety bond or other security satisfactory to Lender.
<br />SECURITY AGREEMENT; FINANCING STATEMENTS. The following provisions relating to this Deed of Trust as e
<br />security agreement are a part of this Deed of Trust:
<br />Security Agreement. This instrument shall constitute a Security Agreement to the extent any of the Property
<br />constitutes fixtures, and Lender shall have all of the rights of a secured party under the Uniform Commercial Code
<br />as amended fram time to time.
<br />Security Interest. Upon request by Lender, Trustor shall take whatever action is requested by Lender to perfect
<br />and continue Lender's security interest in the Rents and Personal Property. In addition to recording this Deed of
<br />Trust in the real property records, Lender may, at any time and without further authorization from Trustor, file
<br />executed counterparts, copies or repraductions of this Deed of Trust as a financing statement. Trustor shall
<br />reimburse Lender for all expenses incurred in perfecting or continuing this security interest. Upon default, Trustor
<br />shall not remove, sever or detach the Personal Property from the Property. Upon default, Trustor shall assemble
<br />any Personal Property not affixed to the Property in a manner and at a place reasonably convenient to Trustor and
<br />Lender and make it available to Lender within three (3) days after receipt of written demand from Lender to the
<br />extent permitted by applicable law.
<br />Addresses. The mailing addresses of Trustor (debtor) and Lender (secured party) from which information
<br />concerning the security interest granted by this Deed of Trust may be obtained (each as required by the Uniform
<br />Commercial Code) are as stated on the first page of this Deed of Trust.
<br />FURTHER ASSURANCES; ATTORNEY-IN-FACT. The following provisions relating to further assurances and
<br />attorney-in-fact are a part of this Deed of Trust:
<br />Further Assurances. At any time, and from time to time, upon request of Lender, Trustor will make, execute and
<br />deliver, or will cause to be made, executed or delivered, to Lender or to Lender's designee, and when requested by
<br />Lender, cause to be filed, recorded, refiled, or rerecorded, as the case may be, at such times and in such offices
<br />and places as Lender may deem appropriate, any and all such mortgages, deeds of trust, security deeds, security
<br />agreements, financing statements, continuation statements, instruments of further assurence, certificates, and
<br />other documents as may, in the sole opinion of Lender, be necessary or desirable in order to effectuate, complete,
<br />perfect, continue, or preserve (1) Trustor's obligations under the Note, this Deed of Trust, and the Related
<br />Documents, and 12) the liens and security interests created by this Deed of Trust as first and prior liens on the
<br />Property, whether now owned or hereafter acquired by Trustor. Unless prohibited by law or Lender agrees to the
<br />contrary in writing, Trustor shall reimburse Lender for all costs and expenses incurred in connection with the
<br />matters referred to in this paragraph.
<br />Attorney-in-Fact. If Trustor fails to do any of the things referred to in the preceding paragraph, Lender may do so
<br />for and in the name of Trustor and at Trustor's expense. For such purposes, Trustor hereby irrevocably appoints
<br />Lender as Trustor's attorney-in-fact for the purpose of making, executing, delivering, filing, recording, and doing all
<br />other things as may be necessary or desirable, in Lender's sole opinion, to accomplish the matters referred to in
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