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<br />(12) contracts involving and warranties covering the Property;
<br />(13) permits and licenses relating or pertaining to the use or enjoyment of the Property;
<br />(14) proceeds of and any unearned premiums on any insurance policies covering the Property, including the
<br />right to receive and apply the proceeds of any insurance, judgments, or settlements made in lieu thereof,
<br />for damage to the Property (the "Insurance Claims ");
<br />(15) all awards made for the taking by condemnation or the power of eminent domain, or by any proceeding
<br />or purchase in lieu thereof, of the whole or any part of the Land or Improvements (the "Condemnation
<br />Awards ");
<br />(16) the right, in the name and on behalf of Trustor, upon notice to Trustor, to appear in and defend any
<br />action or proceeding brought with respect to the Property and to commence any action or proceeding to
<br />protect the interest of Beneficiary in the Property;
<br />(17) accessions, attachments and other additions to, substitutes or replacements for, all proceeds and
<br />products of, the Property; and
<br />(18) books, records and files relating to the Property, including computer readable memory and data and any
<br />computer software or hardware reasonably necessary to access and process such memory and data.
<br />ARTICLE 2 - ASSIGNMENT OF RENTS
<br />2.01 Assignment. Trustor irrevocably and unconditionally assigns Beneficiary all rents and other
<br />benefits derived from the Leases, and all other issues, profits, royalties, bonuses, income and other proceeds of
<br />the Property, whether now due, past due or to become due, including all prepaid rents, security deposits and
<br />other supporting obligations (collectively, the "Rents ").
<br />2.02 Grant of License. Notwithstanding the provisions of Section 2.01, Beneficiary confers upon
<br />Trustor a revocable license to collect and retain the Rents as they become due and payable, so long as there is no
<br />Event of Default (the "License "). If an Event of Default has occurred, Beneficiary may terminate the License
<br />without notice to or demand upon Trustor.
<br />2.03 Collection and Application of Rents. Subject to the License granted to Trustor under Section
<br />2.02, Beneficiary has the right, power and authority to collect any and all Rents. Beneficiary, by its acceptance of
<br />this deed of trust does not assume any duty or obligation under the Leases.
<br />2.04 Notice. All lessees under any and all Leases are hereby irrevocably authorized and notified by
<br />Trustor to rely upon and to comply with (and are fully protected in so doing) any notice or demand by Beneficiary
<br />for the payment to Beneficiary of Rents, or for the performance of any of lessees' undertakings under the Leases,
<br />and lessees shall have no right or duty to inquire as to whether any Event of Default has actually occurred or is
<br />then existing hereunder. Subject to the License, Beneficiary may notify any person that the leases have been
<br />assigned to Beneficiary and that all Rents are to be paid directly to Beneficiary, whether or not Beneficiary has
<br />commenced or completed foreclosure of or taken possession of the Property.
<br />2.05 Proceeds. Beneficiary may apply all amounts received by it pursuant to this assignment to pay
<br />any of the following in such amounts and in such order as Beneficiary deems appropriate: (a) any and all Secured
<br />Obligations; (b) all expenses of leasing, operating, maintaining and managing the Property, including without
<br />limitation, the salaries, fees, commissions and wages of a managing agent and such other employees, agents or
<br />independent contractors as Beneficiary deems necessary or desirable; (c) all taxes, charges, claims, assessments,
<br />any other liens, and premiums for all insurance Beneficiary deems necessary or desirable; (d) the cost of all
<br />alterations, renovations, repairs or replacements, and all expenses incident to taking and retaining possession of
<br />the Property.
<br />Willoughby
<br />Deed of Trust, Assignment of Rents, Security Agreement, and Fixture Filing
<br />Loan no. 197694
<br />3
<br />Rev. 1.7.2015
<br />
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