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20.0,10 C" 112
<br />hereunder or with respect hereto shall not be exhausted by any sale as to any part or parcel of the Subject Property
<br />which is not sold, unless and until the Obligations shall have been paid in full, and shall not be exhausted or
<br />impaired by any sale which is not completed or is defective. A sale may be as a whole or in part or parcels and
<br />Trustor hereby waives its right to direct the order in which the Subject Property or any part or parcel thereof is sold.
<br />(b) Any sale may be postponed or adjourned by public announcement at the time and place
<br />appointed for such sale or such postponed or adjourned sale without further notice.
<br />(c) Any statement of fact or other recital made in any instrument given by the Person
<br />conducting any sale as to the nonpayment of any Obligation, the existence of an Event of Default, the amount of the
<br />Obligations due and payable, the request to Beneficiary or Trustee to sell, the notice of the time, place Ard terms of
<br />sale and of the Subject Property to be sold having been duly given, or any other act or thing having been duly done
<br />or not done by Trustor, Beneficiary, Trustee or any other Person, shall be taken as conclusive and binding against all
<br />other Persons as evidence of the truth of the facts so stated or recited.
<br />(d) Any sale shall operate to divest all of the estate, right, title, interest, claim and demand
<br />whatsoever, whether at law or in equity, of Trustor in and to the Subject Property sold, and (to the extent permitted
<br />under applicable law) shall be a perpetual bar both at law and in equity against Trustor and any and all Persons
<br />claiming such Subject Property or any interest therein by, through or under Trustor.
<br />(e) At any sale, Beneficiary may bid for and acquire the Subject Property sold and, in lieu of
<br />paying cash therefor may make settlement for the purchase price by causing the Secured Parties to credit against the
<br />Obligations, including the expenses of the sale and the cost of any enforcement proceeding hereunder, the amount
<br />of the bid made therefor to the extent necessary to satisfy such bid.
<br />(f) In the event that Trustor or any Person claiming by, through or under Trustor shall
<br />transfer or fail to surrender possession of the Subject Property after any sale thereof, then Trustor or such Person
<br />shall be deemed tenant at sufferance of the purchaser at such sale, subject to eviction by means of forcible entry and
<br />unlawful detainer proceedings, or subject to any other right or remedy available, hereunder or under applicable law.
<br />(g) Upon any sale, it shall not be necessary for the Person conducting such sale to have any
<br />Subject Property being sold present or constructively in its possession.
<br />(h) To the extent permitted under applicable law, in the event that a foreclosure hereunder
<br />shall be commenced by Beneficiary or Trustee, Beneficiary or Trustee may at any time before the sale abandon the
<br />sale, and may institute suit for the collection of the Obligations or for the foreclosure of this Deed of Trust; or in the
<br />event that Beneficiary should institute a suit for collection of the Obligations or the foreclosure of this Deed of
<br />Trust, Beneficiary may at any time before the entry of final judgment in said suit dismiss the same and sell the
<br />Subject Property in accordance with the provisions of this Deed of Trust.
<br />SECTION 5.9. Application of Proceeds. The proceeds of any sale of any of the Subject
<br />Property made pursuant to this Article V shall be applied as follows:
<br />(a) First, to the payment of all costs and expenses incident to the enforcement of this Deed of
<br />Trust paid or incurred by Trustee, Beneficiary or the agent for enforcement, protection or collection, including,
<br />without limitation, reasonable costs, attorneys' fees, stenographers' fees, costs of advertising, costs of documentary
<br />evidence of title (including title search and insurance), all other related charges and costs, and a reasonable
<br />compensation to the agents, attorneys and in -house counsel of Trustee, Beneficiary and of agent;
<br />shall elect;
<br />(b) Second, to the payment or prepayment of the Obligations, in such order as Beneficiary
<br />(c) Third, to the payment of junior trust deeds, mortgages or other lienholders; and
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<br />010499/1956/35239.00196
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