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200000610 �
<br /> (c) WI appUcable laws and regulations, induding, without limitation, the Americans with Disabilities Act, 42 U.S.C. Section 12101 et seq. (and all
<br /> r alations omul ied thereunder)and all zoning and building laws and regulations relating to the Property by virtue of any federal,state or municipal �
<br /> e9 Pr 9a
<br /> " authority with jurisdiction over the Property, presently are and shall be observed and complied with in all material respects, and ali ngMs, licenses,
<br /> pemtts, and certificates of occupancy(including but not limited to zoning variances,special exceptions for nonconforming uses, and flnal inspection
<br /> approvals), whether temporary or pemranerrt, which are material to ihe use and occupancy of the Property, presently are and shall be oblalned,
<br /> preserved and,where necessary,renewed;
<br /> (d) Grarrtor has the right 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 agreemern which may be binding on Grarrtor at any time;
<br /> (e) No action or proceeding is or shall be pending or threatened which migM materially affect the Property;and
<br /> (� Grarrtor has not violated and shall not violate any statute,regulation,ordinance,rule of law,contract or other agreement(including,but noi 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. Grarrtor represents and warrants that there are no prior deeds of tn�st affecting any part of the Property except as set forth
<br /> on Schedule B attached to this Deed of Trust,which Grantor agrees to pay and perform in a timely manner. If there are any prior deeds of trust then
<br /> Grantor agrees to pay all amourrts owed,and perform all obligations required,under such deeds of trust and the indebtedness secured thereby and further
<br /> agrees that a default under any prior deed of trust shall be a defauft under this Deed of Trust and shall errtitle Lender to all rigMs and remedies corrtained
<br /> herein or in the Obligations to which Lender would be entilled in the everrt of any other defaufl.
<br /> 4. TRANSFERS OF THE PROPERTY OR BENEFICIAL INTERESTS IN GRANTORS OR BORROWERS. In the everrt of a sale,conveyance,lease,
<br /> cornract for deed or transfer to any person of all or any part of the real property described in Schedule A,or any irnerest therein,or of all or any beneficial
<br /> interest in Borrower or Grantor(if Borrower or Grantor is not a natural person or persons but is a corporation,limtted liability company,partnership,trust,or
<br /> other legal entity),Lender may,at its option declare the outstanding principal balance of the Obligations plus accrued interest thereon imrnedfately due and
<br /> payable. At Lender's request,Grantor or Borrower,as the case rr�y be,shall fumish a cornplete statemerrt setting forth all of its stockholders,members,or
<br /> pertners,as appropriate,and the exterrt of their respective ownership interests.
<br /> 5. 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 agreemeMs for use and occupancy of the Property(all such leases and agreemerns whether wririen or oral,are
<br /> hereafter referred to as the"Leases"),and all guaranties of lessees' perfomiance under the Leases,together with the immediate and corninuing right to
<br /> collect and receNe all of the rents,income,receipts,revenues,issues,profrts and other income of any nature now or hereafter due(including any income of
<br /> any nature coming due during any redemption period)under the Leases or from or arising out of the Property induding minimum rents,additional rerrts,
<br /> percerrtage rents, parking or corrmon area maintenance corrtributions, tax and insurance contributions, deficiency rents, liquidated damages following
<br /> default i� any Lease, all proceeds payable under any policy of insurance covering loss of rerrts resufting from untenantability caused by destruction or
<br /> damage to the Property, all proceeds payable as a result 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 insolvency prxeeding,and all proceeds from any rights and daims of any kind which Grantor
<br /> may have against any lessee under ihe Leases or any occupants of the Property(all of the above are hereafter collectively referred to as the"Rents"). This
<br /> assi�nment is subjec[to the rigM,power and authority given to the Lender to collect and apply the Rerrts. This assignmerrt is recorded in axordance whh
<br /> applicable state law;the lien created by this assignment is intended 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 default under the Obligations or this Deed of Trust,Lender grants
<br /> Grantor a revocable license to collect all Rems from the Leases when due and to use such proceeds in Grarnor's business operations. However,Lender
<br /> may at any time require Grantor to deposit all Rerrts into an acxourrt mairrtained by Grarrtor or Lender at Lender's institution. Upon defauN in the payment
<br /> of,or in the performence of,any of the Obligations,Lender may at its 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 Rents 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 disaetion to paymem of the Obligations or to 1he payment of the cost of such alterations,renovations, repairs and replacements and any
<br /> expenses inaderrt to talting and retaining possession of the Property periodically and the management and operation of the Property. Lender may keep the
<br /> Property prope�ly insured and may discharge any taxes,charges,daims,assessments and other liens which may accrue. The expense and cost of these
<br /> actions may be paid from the Rerrts received,and any unpaid amourrts shall be added to the prinapal of the Obligations. These amounts,together with
<br /> other costs,shall become part of the Obligations secured by this Deed of Trust.
<br /> 6. USE AND MAINTENANCE OF PROPERTY. GraMor shall take all actions and make any repairs needed to maintain the Property in good condition.
<br /> Grarnor shall not corrxrrt or pemrt any waste to be cortmtted with respect to the Property. Grantor shall use the Property solely in compliance with
<br /> applicable law and insurance poliaes. Grantor shall not make any alterations, addilions or imFxovemerrts to the Property without Lender's prior wririen
<br /> consent. Wrthout limiting the foregoing,all afterations,additions and improvements made to the Property shali be subject tu the benefiaal interest belonging
<br /> to Lender,shall not be removed without Lender's prior written consent,and shall be made at Grarnor's sole e�cpense.
<br /> 7. LOSS OR DAMAGE. Grarrtor shall bear the eMire 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 eveM of any Loss or Damage,Grarrtor shall,at the option of Lender,repair the affected Property to its
<br /> previous condition or pay or cause to be paid to Lender the decrease in the fair market value of ihe affected Property.
<br /> 8. INSURANCE. The Property will be kept insured for its full insurable value(replacement cost)against all hazards induding loss or damage caused by
<br /> flood,earthquake, tomado and 8re, theft or other casualty to the extent required by Lender. Grantor may obtain insurance on the Property from such
<br /> companies as are axeptable to Lender in its sole discretion. The insurance poliaes shall require the insurance company to provide Lender with at least
<br /> 30 days'written notice before such poliaes are altered or cancelled in any manner. The insurance poliaes shall name Lender as a loss
<br /> payee an pro that no aci or omission of Grarnor or any other person shall affect the right of Lender to be paid the insurance proceeds pertaining to ihe
<br /> loss or damage of the Property. In the everrt Grantor fails to acquire or mairrtain insurance,Lender(after providing notice as may be required by law)may
<br /> in its discretion procure appropriate insurance coverage upon the Property and the insurance cost shall be an advance payable and bearing irrterest 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-facl for Grantor in making and settling daims under insurance
<br /> poliaes,cancelling any policy or endorsing Grantor's name on any draft or negotiable instrumeM drawn by any insurer. All such insurance policies shall be
<br /> irnnadiately assigned,pledged and delivered to Lender as further security for the Obligations. In the everrt of loss,Grantor shall imrnediately give Lender
<br /> written notice and Lender is authorized to make proof of loss. Each insurance company is directed to make payments directly to Lender instead of to
<br /> Lender and Grantor. Lender shall have the rigM, at its sole option, to apply such monies toward the Obligaiions or toward the cost of rebuilding and
<br /> restoring the Property. Any amourrts may at Lender's option be applied in the inverse order of the due dates thereof.
<br /> 9. 20NING AND PRIVATE COVENANTS. Grantor shall not initiate or consent to any change in the zoning provisions or private covenants affecting the
<br /> use of the Property wfthout Lender's prior written consent. If Grantor's use of the Property bec:omes a nonconforming use under any zoning provision,
<br /> Grantor shall not cause or pemwt such use to be discorrtinued or abandoned without the prior written consent of Lender. Grantor will immediately provide
<br /> Lender with wrillen notice of any proposed changes to the zoning provisions or private covenants affecting the Property.
<br /> 10. CONDEMNATION. Grantor shall irrmediately provide Lender with written notice of any actual or threatened condermation or eminent domain
<br /> proceeding pertaining to the Property. All monies payable to Grantor from such condermation or taking are hereby assigned to Lender and shall be applied
<br /> first to the paymern of Lender's attomeys'fees,legal expenses and other costs(induding appraisal fees)in connection with the condermation or eminent
<br /> domain proceedings and then,at the option of Lender,to the payment of the Obligations or the restoration or repair of the Property. �
<br /> NEDOTB Rev.12/97
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