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20Q �00354
<br /> • (c� All applicable laws and regulations, induding,without limitation, the Americans with Disabilities Act, 42 U.S.C. Section 12101 et seq. (and all
<br /> regulations promulgated thereunder)and all zoning and building laws and regulations relating to the Property by virtue of any federal,state or muniapal
<br /> . authority with jurisdiction over the Property, presently are and shall be obseroed and complied with in all material respects,and all rigMs, licenses,
<br /> pemlts,and certificates of occupancy(induding but not limited to zoning variances, speaal exceptions for nonconforming uses,and final inspection
<br /> approvals), whether temporary or pemianem, which are material to the use and occupancy of the Property, presently aze and shall be obtained,
<br /> preserved and,where necessary,renewed;
<br /> (d) Grarnor has the rigM and is duly authorized to execute and perform its Obligations under this Deed of Trust and these actions do not and shall not
<br /> conflict with the provisions of any statute,regulation,ordinance,rule of law,contract or other agreement which may be binding on Grantor at any time;
<br /> (e) No action or proceeding is or shall be pending or threatened which migM materially affect the Property;and
<br /> (fl Grantor has not violated and shall not violate any statute,regulation,ordinance,rule of law,corrtract or other agreemerrt(indutling,but not limited to,
<br /> those goveming Hazardous Materials)which might materially affect the Property or Lender's rigMs or interest in the Property pursuant to this Deed of
<br /> Trust.
<br /> 3. PRIOR DEEDS OF TRUST. Grantor represerns and warrants that there are no prior deeds of trust affecting any part of the Property except as set forth
<br /> on Schedule B attached to this Deed of Trust,which Grarnor agrees to pay and perform in a timely manner. If there are any prior deeds of trust then
<br /> Grantor agrees to pay all amounts owed,and perform all obligations required,under such deeds of trust and the indebtedness secured thereby and further
<br /> agrees that a defauft under any prior deed of trust shall be a defauit under this Deed of Trust and shall entitle Lender to all rights and remedies comained
<br /> herein or in the Obligations to which Lender would be entitled in the event of any other default.
<br /> 4. TRANSFERS OF THE PROPERTY OR BENEFICIAL INTERESTS IN GRANTORS OR BORROWERS. In the event of a sale,conveyance, lease,
<br /> corrtract for deed or transfer to any person of all or any part of the real property described in Schedule A,or any interest therein,or of all or any benefiaal
<br /> interest in Borrower or Grantor(if Borrower or Grantor is not a natural person or persons but is a corporation,limited liabilhy company,partnership,trust,or
<br /> other legal errtity),Lender may,at its option dedare the outstanding prinapal balance of the Obligations plus accrued irrierest thereon imrnediately due and
<br /> payable. At Lender's request,Grarrtor or BoRower,as the case may be,shall fumish a complete statemem setting forth all of its stockholders,members,or
<br /> partners,as appropriate,and the extent of their respective ownership ir►terests.
<br /> S. ASSIGNMENT OF RENTS. In consideration of the Obligations,which are secured by this Deed of Trust, Grantor absolutely assigns to Lender all
<br /> Grantor's estate, right, title, interest, daim and demand now owned or hereafter acquired in all existing and future leases of the Property (induding
<br /> extensions,renewals and subleases),all agreemerits for use and occupancy of the Property(all such leases and agreements whether written or oral,are
<br /> hereafter referred to as the"Leases"),and all guaranties of lessees'perfommnce under the Leases,together with the immediate and continuing right to
<br /> collect and receive all of the rents,income,receipts,revenues,issues,profrts and other income of any nature now or hereafter due(induding any income of
<br /> any nature coming due during any redemption period)under the Leases or from or arising out of the Properry induding minimum rerrts,additional reMs,
<br /> percentage rerrts, parking or corrmon area maintenance contributions, tax and insurance contributions, defiaency rents, liquidated damages following
<br /> defauft in any lsase, all proceeds payable under any policy of insurance covering loss of rents resuhing from untenarnability caused by destruction or
<br /> damage to the Property, all proceeds payable as a resuft of a lessee's exercise of an option to purchase the Property, all proceeds derived from the
<br /> termination or rejection of any Lease in a bankruptcy or other insoNency proceeding,and all proceeds from any rights and daims of any kind which Grantor
<br /> may have against any lessee under the Leases or any occupants of the Property(all of the above are hereafter collectively refeRed to as the"Rents"). This
<br /> assignment is subjeci io the right,power and authority given to the Lender to collect and apply the Rerrts. This assignment is recorded in accordance with
<br /> applicable state Iaw;the lien created by this assignment is irrtended to be specific,perfected,and choate upon the recording of this Deed of Trust,all as
<br /> provided by applicable state law as amended from time to time. As long as there is no defauft under the Obligations or this Deed of Trust, Lender grants
<br /> Grarrtor a revocable license to collect all Rerns from the Leases when due and to use such proceeds in Grantor's business operations. However,Lender
<br /> may at any time require Grantor to deposil all ReMs irrto an account maimained by Grantor or Lender at Lender's institution. Upon defauft in the payment
<br /> of,or in the performance of,any of the Obligations,Lender may at hs option take possession of the Property and have,hold,manage,lease and operate the
<br /> Property on terms and for a period of time that Lender deems proper. Lender may proceed to collect and receive all Rerrts from the property,and Lender
<br /> shall have full power to make alterations,renovations,repairs or replacements to the Property as Lender may deem proper. Lender may apply all Rents in
<br /> Lender's sole discretfon to paymerrt of the Obligations or to the payment of the cost of such afterations,renovations, repafrs and replacemerrts and any
<br /> expenses inddent to iaking and retaining possession of the Properry periodically and the managemerrt and operation of the Property. Lender may keep the
<br /> Property properly insured and may discharge any taxes,charges,daims,assessmerrts and other liens which may accrue. The expense and cost of these
<br /> actions may be paid from the Rents received,and any unpaid amourns shall be added to the prinapal of the Obligations. These arrbunts,together with
<br /> other costs,shall become part of the Obligations secured by this Deed of Trus1.
<br /> B. USE AND MAINTENANCE OF PROPERTY. Grantor shall take all actions and make any repairs needed to maimain the Property in good condition.
<br /> Grarrtor shall not comrrrt or pemrt any waste to be comritted with respect to the Property. Grantor shall use the Property solely in compliance with
<br /> applicable law and insurance poliaes. Grarrtor shall not make any alterations,additions or improvements to the Property whhout Lender's prior written
<br /> consent. Wrthout Iimiting the foregoing,all alterations,additions and improvements made to the Property shall be subject to the beneficial interest belonging
<br /> to Lender,shall not be removed wNhout Lender's prior written consent,and shall be made at Grarnor's sole expense.
<br /> 7. LOSS OR DAMAGE. Grantor shall bear the entire risk of any loss,theft,destruction or damage(cumulatively"Loss or Damage")to the Property or any
<br /> portion thereof from any cause whatsoever. In the event of any Loss or Damage,Grarrtor shall,at the option of Lender,repair the affected Property to its
<br /> previous condhion or pay or cause to be pafd to Lender the decrease in the fair market value of the affected Property.
<br /> 8. INSURANCE. The Property will be kept insured for its full insurable value(replacemerrt cost)against all hazards induding loss or damage caused by
<br /> flood,earthquake,tomado and flre, theft or other casualty to the exteM required by Lender. Grantor may obtain insurance on the Property from such
<br /> companies as are acceptable to Lender in its sole discretion. The insurance policies shall require the insurance company to provide Lender with at least
<br /> 30 days'written notice before such policies are altered or cancelled in any manner. The insurance policies shall name Lender as a loss
<br /> payee an pro that no acl or oMssfon of Grarrtor or any oiher person shall affect the right of Lender to be pald the insurance proceeds pertaining to the
<br /> loss or damage of the Properry. In the everrt Grarrtor fails to acquire or mairrtain insurance,Lender(after providing notice as may be required by law)may
<br /> in its discretion procureappropriate insurance coverage upon the Property and the insurance cost shall be an advance payable and bearing interest as
<br /> described in the "REIMBURSEMENT OF AMOUNTS EXPENDED BY LENDER" paragraph and secured hereby. Grarrtor shall fumish Lender with
<br /> evidence of insurance indicating the required coverage. Lender may act as attomey-in-fact for Grarrtor in maMng and settling claims under insurance
<br /> poliaes,cancelling any policy or endorsing Grantor's name on any draft or negotiable instrumerrt drawn by any insurer. All such insurance policies shall be
<br /> imrnediately assigned,pledged and delNered to Lender as further secu�ty for the Obligatio�s. In the event of loss,Grarrtor shall irrmediately give Lender
<br /> written notice and Lender is authorized to make proof of loss. Each insurance company is directed to make paymerrts directly to Lender instead of to
<br /> Lender and GraMor. Lender shall have the rfgM, at its sole option,to apply such monies toward the Obligations or toward the cost of rebuilding and
<br /> restoring the Property. My amounts may a1 Lender's option be applied in the inverse order of the due dates thereof.
<br /> 9. ZONING AND PRIVATE COVENANTS. Grarrtor shall not initiate or consent to any change in the zoning provisions or private covenants affecting the
<br /> use of the Property whhout Lender's prior written consent. If Grantor's use of the Property becomes a nonconforming use under any zoning provision,
<br /> Grantor shall not cause or pemit such use to be discorninued or abandoned without the prior written conserrt of Lender. Grantor will immediately provide
<br /> Lender with written notice of any proposed changes to the zoning provisions or private covenarns affecting the Property.
<br /> 10. CONDEMNATiON. Grantor shall immediately provide Lender with written notice of any actual or threatened condemnation or eMnent domain
<br /> proceeding pertaining to the Property. All monies payable to Grantor from such condermation or taldng are hereby assigned to Lender and shall be applied
<br /> first to the payment of Lender's attomeys'fees,legal expenses and other costs(induding appraisal fees)in connection whh the condermation or eminent
<br /> domain proceedings and then,at the optlon of Lender,to the paymern of the Obligations or the restoration or repair of the Property.
<br /> NEDOTB ReV.I?J87
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