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<br />PROCEEDING RELATING TO THIS DEED OF TRUST, THE NOTE OR ANY OTHER LOAN
<br />DOCUMENT OR FOR ANY COUNTERCLAIM THEREIN.
<br />SECTION 6.9. No Redemption. Trustor hereby waives, to the fullest extent permitted by
<br />applicable law, any and all rights of redemption from sale under any order or decree of foreclosure of this Deed of
<br />Trust or under any power contained herein on its own behalf and on behalf of each and every Person acquiring any
<br />interest in or title to the Property subsequent to the date of this Deed of Trust.
<br />SECTION 6.10. Limitation by Law. All rights, remedies and powers provided in this Deed of
<br />Trust may be exercised only to the extent that the exercise thereof does not violate any applicable provision of law,
<br />and all the provisions of this Deed of Trust are intended to be subject to all applicable mandatory pro .
<br />ro sions of law
<br />which may be controlling and io be limited to the extent necessary so that they will not render this Ked of Trust
<br />illegal, invalid, unenforceable, in whole or in part, or not entitled to be recorded, registered, or filed under the
<br />provisions of any applicable law.
<br />SECTION 6.11. Beneficiary's Performance. If Trustor shall fail to pay or perform any of its
<br />obligations herein contained (including, without limitation, payment of expenses of foreclosure and court costs) or
<br />under the Loan Documents each with respect to the Subject Property, Beneficiary upon five (5) days prior written
<br />notice to Trustor (except as otherwise expressly permitted by any Loan Document in the event of an emergency
<br />when no notice need be given) may, but need not, make (or cause to be made) any such payment or perform (or
<br />cause to be performed) any such obligation of Trustor hereunder or thereunder (provided Trustor is not contesting
<br />such payment or performance in accordance with Section 2.9 and the failure to so perform such obligation would
<br />have a Material Adverse Effect), in any form and manner deemed reasonably expedient by Beneficiary as agent or
<br />attorney -in -fact of Trustor, and any amount so paid or expended (plus reasonable compensation to Beneficiary for
<br />its out -of- pocket and other expenses (including legal expenses) for each matter for which it acts under this Deed of
<br />Trust), with interest thereon at the Default Rate, shall be added to the Obligations and shall be repaid to Beneficiary
<br />upon demand. No such action of Beneficiary shall be considered as a waiver of any right accruing to it on account
<br />of the occurrence of any default on the part of Trustor under this Deed of Trust, any default, any Event of Default,
<br />or any default or event of default under any other Loan Document.
<br />SECTION 6.12. Subrogation. To the extent that Beneficiary, after the date hereof, pays pursuant
<br />to the terms of this Deed of Trust any sum due under any provision of law or any instrument or documents creating
<br />any lien prior or superior to the lien of this Deed of Trust, Beneficiary shall have and be entitled to a lien on the
<br />Subject Property equal in priority to that discharged, and Beneficiary shall be subrogated to, and receive and enjoy
<br />all rights and liens possessed, held or enjoyed by, the holder of such lien, which shall remain in existence for the
<br />benefit of Beneficiary to secure the amount expended by Beneficiary on account of or in connection with such lien.
<br />SECTION 6.13. Conflicting Provisions. To the extent there exists any conflict or inconsistency
<br />between the terms of this Deed of Trust and the terms of the Loan Agreement, the terms of the Loan Agreement
<br />shall govern.
<br />SECTION 6.14. Counterparts. This Deed of Trust may be executed in any number of identical
<br />counterparts, any set of which signed by all the parties hereto shall be deemed to constitute a complete, executed
<br />original for all purposes.
<br />SECTION 6.15. Recourse. Except as otherwise expressly set forth in this Section 6.15,
<br />Beneficiary shall have no recourse against any shareholder, owner, partner, officer, director, agent or employee of
<br />or in Trustor or of or in any partner in or shareholder of Trustor (all such Persons, except to the extent any such
<br />Person is obligated under a Guaranty, referred to collectively as "Exculpated Persons ") for the repayment of the
<br />Loan. Notwithstanding the provisions of this Section 6.15, nothing herein or in any other Loan Document shall:
<br />(i) prevent Beneficiary's recourse to Trustor, the Store, the Collateral or the Property or against any Guarantor under
<br />a Guaranty; (ii) constitute a waiver, release or discharge of any Indebtedness or Obligation evidenced by the Loan
<br />or arising under or secured by this Deed of Trust or any of the other Loan Documents, but the same shall continue
<br />until fully paid or discharged; (iii) affect or in any way limit the rights and remedies of Beneficiary under this Deed
<br />111/150348.02.00 19
<br />010499/1956/35239.00196
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